New Justice
by gunman
Summary: A series of One-Shots focusing on different teams of heroes in different worlds and situations. The rosters for these teams are different, using some of my favorite heroes and adventurers. This is all done for fun and my amusement.
1. The New Heroes

_**NEW JUSTICE**_  
by Gunman

Disclaimer: I do not own Eva, Robocop, The Matrix, Hellboy, Terminator 3, She-Ra, Star Wars the Clone Wars, Mortal Kombat 9, Justice League TAS or their characters.

Summary: A group of unique heroes are pulled from their respective universes and thrust into the world of the Justice League.

NOTE: This is meant to be a one-shot chapter, with a possible follow up for later. This was just written for fun, and because I was bored. It might not be perfect, but it's not really meant to be.

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Chapter 1  
**The New Heroes**

It had been ten hours since the Eva had gotten swallowed by the 12th Angel, and Shinji was at his last breath of air. If one counted breathing LCL into his lungs as air.

He was on the verge of passing out, when everything around him seemed to spin. He felt the entry pod rumble, explosions outside the Eva now getting his attention. He felt the heat of the explosions, and the rumbling became jostling, to the point it was worse than riding with Misato in her car.

He suddenly felt the Eva disappear, as if leaving him. But he was not alone.

"Shinji... my son..."

"Who... who are you?"

"I am your mother. I am Yui Ikari." the voice said as a face appeared before him.

"What... my mother? What's happening? Where are we... I don't understand." the teenager replied.

"You and I are being sent somewhere else. The 12th Angel is letting us go, to another universe." the woman said.

"Another universe? Why?" he asked.

"It doesn't want to hurt us... but it cannot allow us to help NERV keep Lilith prisoner any longer."

"So I was right. The Angels were attacking... because we had an Angel inside NERV. The one that Misato and Kaji showed me. They were attacking us... to rescue... Lilith?" he asked.

"Yes." she said.

"So... it's sending us to another universe?" he asked.

"Yes. This Angel is unique in that it can open portals to other universes. Other dimensions. Even other worlds. And it is sending us, together, to some place else." Yui explained.

"I... think that would be better." Shinji said with a smile.

Yui appeared next to Shinji, naked as the day she was born, and every bit what she looked like on the day she had been absorbed into Unit 01.

Their world suddenly changed, as a hole opened up beneath them and swallowed them whole. Like a giant tube-slide.

Images flashed passed his eyes, his mind slightly unable to comprehend the strange and bizarre scenes he himself was witnessing.

(**Universe One**)

Shinji and his mother passed through a world where a red-skinned demon was a government operative to destroy the evil creatures that threatened mankind.

He saw the red-skinned demon in question, standing against an army of mindless monsters whose only desire was to kill the demon. He saw the demons friends lying around at his feet, the monsters getting closer to him.

Shinji and Yui fell past him on both side of his body, the red demon suddenly falling with them, leaving the monsters to attack and kill themselves.

(**Universe Two**)

They passed through a futuristic world where a starship captain and his crew were battling a genetically engineered warrior, and losing.

Shinji saw himself heading towards the warrior. A tall, lean and athletic man with short black hair, pale skin and a cold glare. He passed right through the man, who was no affected in the least, though he was slightly confused. Shinji, however, swore he felt something come along with him as he did. As if it were being pulled by him from the man.

A man whose name he knew, yet he didn't know how.

A man named Khan.

(**Universe Three**)

They passed through a more modern-day world where a young future resistance leader was being hunted by a highly advanced cybernetic weapon that just happened to look like an incredibly sexy, blond-haired, blue-eyed woman.

He saw his mother head right towards this woman, her incorporeal body slamming into the blond-haired cyborg and then saw the cyborg fall after him down the hole. Looking back, he saw a strange cybernetic skeleton remain behind in place of the woman he had just seen.

(**Universe Four**)

They passed through a world that looked like it was in chaos from all types of criminals running rampant and doing whatever they wanted. He saw a high-tech armored and well-armed police officer being used as a weapon to hunt down criminals, but his mind being controlled by a powerful corporation called OCP. The police officer was able to free himself from their control, but was about to be put down by the privatized army of soldiers for the corporation. Shinji and his mother passed through the universe, on both sides of the cyborg police officer, and pulled him down with them, even as the energy vortex unleashed an electrical surge that accidentally opened up OCP's files to the world, exposing their secrets to all of mankind, including their responsibility of causing the crime wave that would push the public to accept/demand cybernetic police officers.

(**Universe Five**)

The pair pass through the Nether Realm of a universe where highly skilled fighters battle to protect their world from annihilation at that hands of interdimensional warlords and monsters, where they inadvertently pull a shapely, athletic and sexy young-looking woman with long black hair, dressed in a sexy green outfit, along with them through the portal.

However, their disruption of the Nether Realm dimension, sends the other people who were standing next to the woman, (an athletic princess wearing blue, an angry young martial arts prodigy, a cybernetic armed commando, a SWAT team officer, a former crime syndicate operative, a cybernetic ice ninja, a human smoke ninja, a Native America mystic, and a shaolin priest wearing a razor-rimmed black hat) back to the Earth Realm, allowing a certain thunder god to revive them, freeing them of their afterlife incarceration.

(**Universe Six**)

The pair pass through the dimensions and emerge briefly on the world of Etheria, where they save a powerful young heroine from being captured and tortured by the evil Horde.

Utilizing mass bombardment weapons, the Horde attacked every innocent village and town, luring the Great Rebellion out into the open to be destroyed. Eventually the blond heroine was left all alone, surrounded and about to be captured by troopers, who were prepared to do anything they wanted to her, she was suddenly rescued, whisked away to another world that would need her power.

And leaving the planet Etheria to self-destruct since their planetary bombardment had destabilized the elemental balance of the planet itself.

(**Universe Seven**)

They passed through a far distant dystopian world where the entire Earth was covered in storm clouds and a race of highly advanced machines had driven the last of mankind underground. He saw a blinded man with incredible powers fighting to defend the last of mankind against an artificially created 'Agent' of an computer-generated dream world called The Matrix.

Shinji saw himself pass through the blinded man, said man possessing great powers and willingness to sacrifice for his people.

Like before with the other man, Shinji felt something being pulled along with him as he passed through the blinded man.

A man called Thomas Anderson, but who was known as Neo.

(**Universe Eight**)

The pair pass through an alternate universe, where costumed heroes battled to protect their world from the forces of evil in various shapes and forms.

One of these heroes, an amazing red-and-blue suited spider-themed clone vigilante, was pulled away from his world via the pair passing by him and sucking him down into the portal they inadvertently created with their traveling.

Which was fortunate for him, seeing as how he was about to be attacked by a large group of his rogues gallery, one of whom had come prepared to eliminate him, but using a specialized neutron bomb, based off the supervillain called Nitro, which would destroy everything within the blast radius of a quarter of a mile, and nothing else.

With the webslinger gone, the bomb nevertheless exploded and took out over two dozen costumed super villains in an instant.

(**Universe Nine**)

Traveling through a dimension where five unique individuals were exposed to a forceful surge of high-energy cosmic radiation aboard a V-shaped space station, the mother and son passed through the energy cloud, along with their unintentional allies from the other dimensions.

This radiation having washed over this unique group, however briefly as they passed through this dimension, was more than enough to stabilize and revitalize the group of seven, many of whom were heavily injured and even dead when they were taken from their world.

Quickly passing through the dimension and the energy cloud, an energy which the 12th Angel used to alter their bodies costumes, so as to upgrade and repair them as needed, the seven were once again pushed through into another universe.

A world of costumed heroes and villains referred to as the DCAU.

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(**Universe Ten, DCAU**)

In the city of Metropolis, a mysterious and powerful energy portal opens up and drops seven human looking people into the middle of the city.

_This will be your new world. Good luck to you all. _The 12th Angel said to them as it closed the portal and went back to rescuing Lilith from NERV.

The first person is Robocop, a.k.a. Alex J. Murphy. He was armored head-to-toe with the latest in advanced cybernetics technology, titanium armor, tactical police weapons and a heads-up targeting and tracking display. The lower half of his face was seen, which was the only indication of his being human.

The second is Spider-Man, a.k.a. Ben Reilly. Dressed in his own version of the red-and-blue Spider-Man outfit, a different design from what Peter Parker originally created in the other universe. Due to his heritage, Ben is brown-haired with hazel eyes.

The third is She-Ra, a.k.a. Princess Adora from Etheria, chosen to wield the Sword of Protection, and lead the Great Rebellion against the Evil Horde, as the super-powered heroine She-Ra. Dressed in a white tunic-type dress with gold boots, belt and headdress, wrist bands on her arms, and a small red cape flowing behind her. She has long blond hair and blue eyes.

The fourth is Yui Ikari, now the mind and soul of the T-X Terminator, dubbed 'The Terminatrix', who was absorbed by the Evangelion Unit-01 robot during activation, and now freed by the 12th Angel, given new life in the most advanced cyborg of all time. She was dressed in a reddish leather outfit with matching shoes. Her default female form is blond haired and blue-eyed.

The fifth is Jade, bodyguard to Princess Kitana of Edenia, she is strong, athletic and highly skilled in the martial arts. She wields an energy staff that is both offensive and defensive in nature. She was dressed in a sexy but functional slave girl/Arabian princess outfit with long black boots and a mask over the lower half of her face. She has long black hair, brown eyes, and tanned skin.

The sixth is Hellboy, a.k.a. Anung Un Rama, a red-skinned demon who was found and raised by a kind professor who trained him to defend mankind from paranormal threats. His right hand is a large stone-like fist, and he was dressed in a brown trench coat, black pants and shirt and boots. He had a gun holster on his belt where his large revolver sat.

The last person is Shinji Ikari, a.k.a. the Third Child of NERV, who had changed from a lean brown-haired, blue-eyed 14-year old Japanese boy, into a tall, athletic and handsome Japanese man with a 20-year old appearance, dressed in a modified blue and white light-armored suit (Think the armored suit worn by 'Kicker' in Transformers Energon) with the words 'EVA 01' on left side of his chest.

"Owww..." Jade groaned as she gripped her staff. "That hurt."

"I feel like crap." Hellboy grunted as he shook his head to clear his thoughts.

"All systems... operational." Robocop stated as he sat up.

"Are you alright?" Spider-Man asked the blond haired woman in white who he was lying next to.

"Uh... yes. I think so." She-Ra said to the red-and-blue man to her left.

"Shinji-kun?" the blond-haired cyborg asked to young man sitting up next to her.

"M-Mother?" Shinji gasped as he pulled his helmet off.

"Shinji?" she gasped, looking at her now adult son.

She touched his face, staring at her now grown child.

"What happened?" she asked.

"I..." Shinji started to say, touching his own face, and then looking at his reflection in the visor of his helmet. "...I've changed."

"We all have. In some way." Yui said as she looked at the other people who had arrived with them.

It took ten minutes for the group to look at and examine themselves, collect their thoughts and such, give their own introductions and a brief history about themselves, before finally speaking their minds about what had just happened.

"So, what are we gonna do now?" Hellboy grumbled as he looked around.

"There is not very much, if anything, we can do. We're in an alternate universe, all of us having lost something or someone, even our own worlds, so there isn't very much for us to go back to." Yui said.

"Almost as if we have been given new life." Jade said.

"But what are we going to do with these new lives?" Spider-Man asked.

Robocop suddenly turned his head to the side.

"I am detecting a radio transmission. Several criminals have escaped from prison. Five super villains are responsible for the break out. I must apprehend them." he said as he began heading towards the prison.

The others looked at one another in shock.

"He must apprehend them? He's not from this universe." She-Ra asked.

"He's a cop. No matter we're in another dimension, it's his job." Spider-Man said. "And I'm going to help him."

"I'll join you." the princess of power said.

"I want to help." Jade said.

"I'm game." Hellboy said.

"Shinji?" Yui asked her son.

The young man put his helmet back on and stood up.

"I'm in." he said to his mother.

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Solomon Grundy and Copperhead were running through the abandoned warehouse like someone was chasing them. They had made their way to what was a long and empty hallway.

"This way!" Copperhead shouted, pointing to the left.

"Grundy say this way!" the large zombie said, pulling the snake-man to the right.

"Hey!" he shouted.

However, once they got outside...

"This is the police! Surrender!" an officer shouted though a bullhorn.

"Terrific. 'Grundy say this way'." Copperhead said mockingly to the large zombie as the police opened fire. "What next?"

Behind them, two individuals were watching them intently.

"How can we stop them? We don't know what these two are capable of." She-Ra asked Spider-Man.

"The guy dressed up as a snake probably has poisoned fangs, speed, agility, and is stronger than a normal human. The big grey guy seems to be incredibly strong and durable. But not too intelligent." the webslinger surmised.

She-Ra looked at Spider-Man in shock.

"How could you possibly know that?" she asked.

"I've taken on guys like that in my world. You?" he asked.

"Not like them... but I get what you're saying." she said.

"Good. Uh... how strong are you?" he asked.

"I'm considered the most powerful woman in the universe." she said with modesty.

"Good. Not sure what the power ratio difference would be, but if Big Gray over there is anything like I think he is, you're gonna need it." he said as he lead her into the warehouse.

The two villains continued to search for a way out to escape, but paused when they noticed two people ahead of them.

One was a beautiful blond haired woman in a white and gold outfit with a headdress and a red cape wielding a sword. The other was an athletic man wearing a red and blue suit with a black spider on his chest.

"Who the heck are you?" Copperhead asked.

"Grundy Not Care! Grundy Smash!" Solomon Grundy shouted as he charged towards them.

"Great. He looks, sounds and acts just like The Hulk." Spider-Man said.

"The who?" She-Ra asked.

"Looks like him, only green." Spider-man said, thumbing towards Grundy.

Copperhead suddenly started running, only to have Spider-Man give chase to him.

"Grundy Smash Pretty Girl!" the zombie shouted as he charged the blond heroine.

"Aren't you a charmer." She-Ra smirked as she dodged his massive fists before moving in closer to block his attacks. She grabbed his wrists and held them up high, even as Grundy towered over her. "You _are_ strong. But I'm no slouch myself." she said as she pushed back against Grundy, forcing him back enough to stumble and fall.

Spider-Man and Copperhead were jumping back and forth from wall to wall, like they were playing a game of tag/follow-the-leader.

"Stop following me!" the snake shouted.

"Stop moving around!" the spider said. "Come here, fang face!"

"Make me, bug breath!" he retorted.

Spider-Man fired his webline at the slippery snake man, catching his tail, and yanking in it hard, pulling the villain back towards himself.

"Hey! What the...AHHHH!" Copperhead shouted.

"Gotcha!" Spider-Man shouted as he grabbed the snake villain.

Meanwhile...

POW! WHACK! BAM!

She-Ra punched and kicked Grundy over and over again. She punched Grundy in the face, knocking him back through a wall.

_Strange. I've never cut loose like this before. Yet, it feels so liberating._ She thought as she charge the zombie once again.

"Grundy Smash!" the zombie shouted as he charged the woman again.

_He's strong. But I'm She-Ra!_ She thought as she lunged forward and punched the zombie in the face. _I need to take him down fast._ She thought as she punched him again and again, hitting his face and stomach before throwing an uppercut that knocked the super-strong zombie out of the building and into the street. He was unconscious. _There, done. I hope Spider-Man is having as much luck as I am. _

As if her prayers had been answered, She-Ra suddenly heard the sounds of fighting coming from the next room.

Racing into the next room, She-Ra paused when she saw Spider-Man blocking kicks and punches from the snake-themed villain.

"Stand still so I can hurt you!" Copperhead shouted as he punched Spider-Man again, only to have his fist blocked and his face smashed in. "I'll Bite You!"

"Bite this!" Spider-Man roared as he threw his fist forward.

POW!

Copperhead went flying across the room, smashing into the crates and boxes of the warehouse.

"Well, that was fun." Spider-Man said.

"Are you alright?" She-Ra asked.

"Yeah. I'm fine. You?"

"Never better."

"Come on. Let's wrap these two up and go find the rest of our friends." he said, the blond princess of power actually smiling that she had new friends, over recently losing her old ones.

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Firefly and Volcana had arrived in a nearby chemical plant where Firefly had stashed his gear.

"Volcana! Firefly! Put your hands up and come out peacefully!" the police officer shouted through a bullhorn into the building.

"Right, like that's going to happen." the sexy, orange-haired woman said to herself. "You ready?" she asked her partner.

"Just about." Firefly said as he put the newest chemical cartridge into his hand-held flamethrower.

"That's your flamethrower?" she asked, poking at his handgun-like weapon.

"Wait till you see how I use it." he said through his mask.

Firefly jumped out from the building and fired at the police, but is driven back by their gunfire.

"Okay, need a new strategy." he said to the pyrokinetic.

"Don't worry, honey. I've got this." she said with a comforting smile.

Volcana walked out, her body on fire, as the police cars suddenly were engulfed by a wall of flames.

Just then, the fires were blasted by an explosion of foam that neutralized the majority of the fire. Everyone looked on as a new pair walked out before the police.

One was a silver/metal robot, the other was a red-skinned creature in a trench coat.

"Fire Suppressant Foam successful." the robot said as he replaced his hockey-puck sized disc into the outer side of his left leg. He then turned his attention to the pair of super villains. "Halt! You are under arrest! Surrender now, or there will be... trouble." the robot said.

"Who the heck are you?" one of the policemen asked the pair.

"Call me, Robocop." the robot said.

"And I'm Hellboy." the red-skinned creature said.

"Pleased to meet you. Now, Burn!" the sexy woman glared as he fired her flames at the pair.

Suddenly, the red demon jumped in front of the robot and took the full blast of her fire powers.

However, nothing happened.

"Wha..." she gasped.

"I'm fireproof, babe." Hellboy said.

"Really? You are... but are they?" she asked with a devilish smirk as she looked at the police.

Volcana opened fire on the red-skinned demon even as he approached her, the massive amounts of flames burning his coat and pants. He continued to advance, despite the intense heat.

"Wha... that's impossible!" Volcana gasped as he reached her, his large stone fist reaching out and grabbing her arm.

"Sorry to do this, honey, but you're not giving me any choice." he said as he brought his left hand up and flicked her face with his fingers, knocking her cold.

Just then Firefly jumped out and opened fire upon the pair.

Robocop targeted his flamethrower with his own gun, and fired, blasting the weapon out of his hand.

"Hey! That's not fair!" Firefly shouted as he activated his jetpack, taking off into the air. "Time to vamoose!" he said as he turned around to fly away.

"I don't think so, creep!" Robocop said as he targeted Firefly's wings, shooting them off and damaging his jetpack in the process. Firefly dropped into a nearby dumpster, hitting his head and knocking him half-conscious.

The police quickly cuffed Firefly and Volcana.

"Thanks for the help. You guys with the Justice League?" one of the police men asked.

"No." Robocop said as he turned and walked away.

"We're kinda new here." Hellboy said as he turned and walked away.

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Luminous was heading towards an alleyway in order to find a way out away from the prison.

He continued running, until three figures dropped in front of him.

A man in a white armored suit, and two women. The first woman was blond, dressed in a red leather suit and boots. The second was a raven-haired woman in a sexy green Arabian Nights outfit.

"There's only _one?_ Why did you insist on the three of us coming after him?" Jade asked, clearly confused why they needed three people to handle this one man.

"Because I sensed he was more dangerous than he appeared to be." Shinji said through his helmet.

"You have no idea." Luminous said as he pressed the button on his belt. Instantly, dozens of copies of Luminous himself appeared around the trio.

"What trickery is this?" Jade asked, brandishing her weapon. "Some form of illusion?"

"I don't think so." Yui said.

"Get 'em." Luminous said as the clones attacked.

Yui lashed out, knocking several of the clones back with her fists. While not a fighter in any way, shape or form, Yui compensated using the cybernetic systems of her new body to attack and defend.

Shinji kicked and punched several of the clones, throwing several of them into each other and causing them to disappear. The speed and accuracy at which he moved was incredible. Even to him.

Jade swung her energy staff around and around, striking several of the clones and causing them to vanish instantly.

"They are not illusions!" Jade shouted.

"Now you know why I wanted you here with us." Shinji said as he punched down several of the clones that tried to gang up on him.

_His fighting skills are incredible!_ Jade mentally gasped.

_Where did Shinji learn to fight like that?_ Yui wondered as she elbowed another hard-light clone.

"We need to find the real one!" Yui shouted.

Shinji waved his hands around the encompassing holograms, before pointing towards one of them.

"There! That's the real one!" he shouted.

Jade charged her energy staff and hurled it at Luminous, nailing him in the chest, simultaneously knocking him out and de-rezzing his holograms.

"How did you know he could do that?" Jade asked.

"I... just knew. It was like... insight, or something." Shinji said, shrugging his shoulders.

"Good insight." she said with a smirk.

Within a few minutes, the Justice League had arrived, and the new group of heroes were reunited.

They had a long series of questions to answer.


	2. Justice Reborn

_**JUSTICE REBORN**_  
by Gunman

Disclaimer: I do not own Justice League TAS, The Matrix, Evangelion, Marvel Comics, GI Joe Retaliation, Star Trek Into Darkness, or Star Wars The Clone Wars.

Summary: Deceased heroes are reborn into new bodies of other deceased heroes and taken to a world where heroes are needed still. The Justice League's universe.

NOTE: This chapter might be a little confusing, so read it carefully. It involves people who have died in the live-action movies (GI Joe Retaliation, Star Trek Into Darkness, and even The Matrix Revolutions) This was another little chapter I wrote because I was bored. It's all for fun.

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Chapter 2  
**Justice Reborn**

(Metropolis, DCAU)

The seven costumed heroes looked around and gasped when they saw where they were.

The highly athletic blond-haired man in the blue bodysuit with white stars and stripes going across his chest, brown boots, belt and fingerless gloves, a gun holster behind his back, and red stripes going down the sides of his suit, looked around in confusion.

The athletic and shapely woman with the long red hair, dressed in a skin-tight black leather bodysuit was armed with a pair of weapon bracelets and a pair of handguns in the holsters at her side. She wore a gold belt made of circles with the buckle bearing a red hourglass symbol on it.

The tall and athletic man in the white bodysuit, cloak and cape, which had a crescent moon symbol on his chest, his wrists and feet covered in metallic gauntlets and boots. His face shrouded by a black mask that hid everything but the white slits of his eyes.

There was a tall and athletic man with long blond hair and blue eyes. He was dressed in a yellow bodysuit with black boots and wrist guards, a black belt with a lightning bolt styled 'S' on his belt, a black collar around his neck and shoulders, and a long blue-colored cape flowing behind him.

The tallest of the group was a muscular man with short black hair and blue eyes. He was dressed in a sleeveless bodysuit that was red, yellow and black with a small black 'X' across a red circle on the left side of his chest. His arms were bare, but his wrists had red and yellow metal gauntlets on them.

The woman, who looked of African descent, was dressed in a dark blue and gold bodysuit with a blast-shield mask over her eyes, an odd-shaped 'M' symbol on her chest that seemed to wrap around her chest and shoulders. A red crystal on the forehead of her helmet.

The last individual was a lean and athletic young man dressed in a red bodysuit with a sleeveless blue hoodie with a black spider-symbol on his chest. Metallic webshooters on his wrists and a brown belt around his waist. His face mask had large white, odd-shaped lenses where his eyes should have been.

"What's going on?" Duke asked.

"Where are we?" Christopher Pike asked.

"How did we get here?" Trinity asked.

Unbeknownst to all of them, a mysterious and powerful figure watched from the shadows, content that he had made the right choices in these individuals.

The blond man in blue with the white star on his chest looked around and gasped. Not sure where he was. The last thing he remembered... was the attack. His team, the GI Joe's, had been attacked by what they thought were Allied security forces. He remembered pushing Flint out of the way, and then a forceful explosion, heat and shrapnel tearing into his body. Then, nothing.

The red haired woman looked around, gasping at her new body. The last thing she remembered was piloting _The Logos_ to the Machine City with a blinded Neo leading the way. She had crash-landed the ship after it had lost power. But she had been impaled by several barbs and spikes. She was dying as Neo cried for her. But she felt nothing but love for him, felt the hope he had given her, and remembered her telling him to go on and do what he had to in order to save Zion.

The white-costumed man looked around, being able to see again was actually a refreshing experience for him. He knew this wasn't the Matrix, as he was not seeing it in code. His last memories were of Smith copying his code onto himself, taking over and killing him in the process. Which had been the ultimate act of desperation in order to stop Smith. A sacrifice play that he knew Smith would not see coming, because, as the Oracle had told him, no one can see beyond the choices they made. And since Smith couldn't see his end, it was the only way to end him.

The blond haired man in the yellow outfit and blue cape looked around. Shocked and confused, since the last thing he recalled was being shot in the chest with an energy bolt from a ship that had attacked the Daystrom conference room. He remembered seeing the face of half-Vulcan First Officer Spock using his Mind Melding abilities to ease his (Pikes) pain. He remembered feeling confusion, anger, loneliness and fear in his final moments, before everything went black. Now... he was far more than what he had seemed to be. And he didn't know why.

The tall and muscular man in the sleeveless bodysuit looked around, slightly disoriented as his eyes took in his new form. He remembered being in the cockpit of his Eva-01, the sounds of explosions all around him. He remembered everyone and everything around him being a complete lie, how every person close to him had seemingly used and manipulated him. How in a last desperate act to end all the pain in his life, he had given up. But given up his own life, and wanted everyone to at least be happy again. He wanted them to live, and so gave them a second chance, while wanting himself to just stop existing. But where was he now? He was sure he wasn't dead, and he had no idea where he was, or what had happened to him.

The dark-skinned woman in the blue and gold outfit was the most confused. Having been cast out of the Jedi Order because she had been framed for a terrible crime, for bombing the Jedi Temple, she had been on the verge of being sentenced to death by the Senate. Everyone except her master and Padmé having given up on her, and then she was saved at the last minute by Anakin Skywalker, who revealed that her best friend Barriss Offee had committed the act, was shocking to her. But worse, is that the Jedi Masters didn't even apologize to her when they wanted her back. They had abandoned her, left her alone to fend for herself, so she saw no reason to return. She had left. She had spent several months living in the slums of Coruscant just trying to get by, trying to find a new life. Then she remembered the clone troopers coming for her. She remembered the horrible feeling of dread and fear well up in her as they opened fire on her. She didn't remember what happened after that. And now, she was here, in a body not of her own species, with a strange glowing stone on her forehead that seemed to be connected to her now. What was going on?

The man in red and blue gasped when he looked at himself in a nearby window. The reflection showing that he was no longer in his own body anymore. He remembered fighting the Green Goblin in order to save his aunt and his friends. He remembered the tanker truck exploding. Goblin was dead, but so was he. And now... he looked like an adult. He had been fifteen years old when he died, and now he was alive and looked like an adult. He felt different. He looked different. And he didn't understand why that was.

"I don't understand." the redheaded woman said. "What happened? Where... I died, but..."

The man in white looked at the redhead in the black catsuit.

"I... know you." he said, staring at her.

The woman stared back, looking hard as he pulled back his hood and mask, revealing a man in his 30's with brown hair and black eyes. Their eyes met, intently looking at each other for several seconds.

"Neo?" the redhead asked.

"Trinity?" the brown-haired man asked.

The pair embraced tightly, holding on to the other as if to keep themselves from dying. Or believing this to be a dream.

"What the heck happened?" the blond haired man in the blue suit asked.

"Where are we?" the tall Russian-looking man asked.

"I don't know... but it's obvious we are in the same situation." the man with the long blond hair in the yellow suit and long blue cape said. "I think introductions are in order." he said to the group. "I'm Admiral Christopher Pike, formerly of Starfleet Command. 2259. And I died, shot in the chest by an assailant responsible for terrorist actions against Starfleet."

"Captain Conrad Hauser of the GI Joe special missions team. My friends call me Duke. And I died too, in 2025, killed in a surprise attack by those I considered... friendly forces." the super soldier said.

"I'm Ahsoka Tano. Former Jedi Padawan of the Galactic Republic. I was... of the Togruta race. And the last thing I remembered was getting shot in the back by the troopers I once commanded during the Clone Wars." the dark-skinned woman said, getting odd looks from the group.

"Peter Parker, the Spider-Man. And I was blown up by a tanker truck defending my friends and family. It was 2010 when it happened." the now adult-looking webslinger said.

"Shinji Ikari. Pilot of Evangelion Unit 01. I died... trying to save my world from destruction when we were betrayed by... well, everyone we thought was an ally. The year was 2015." the large Russian man said.

"Neo, human resistance fighter from Zion. And I died trying to bring peace to my world between the humans and the machines." the white-clothed man said.

"Trinity, human resistance fighter from Zion. And I died in my world along with Neo." the red haired woman said.

"In our world it was... actually now that I think about it, it was the 27th Century." Neo said.

"What?" Trinity gasped as he said that.

"I'll explain later." Neo whispered to her.

The group looked at each other for several seconds. There was an awkward silence that fell amongst the group, each not knowing where to go from here or what to do next.

They had all died in their own universes, and were now in a new universe, and in different bodies than what they had previously.

They had new skills, new abilities, new lives.

And what's more... how the heck did they know that?

"I don't know where we are, or why we look like we do... am I to assume everyone didn't _look_ like this before?" Pike asked.

"No." Trinity said.

"Nope." Neo said.

"Nada." Duke said.

"I didn't." Shinji said.

"No way." Peter said.

"Uh-uh." Ahsoka said.

"Great. We all seem to be in the same situation, so we should probably find some place where we can at least think in private." Pike said.

The group looked around, and noticed several people on the sidewalks just staring at them. People who were dressed up like ordinary 20th century civilians.

Not too many people, which they assumed was because it was night time and most people were most likely asleep by now.

Shinji looked at his hands, a sudden revelation coming to him, about what he could do in this new body. And more importantly, who he was. _I am now... Colossus_. He thought with a smile. _At least he's a nice man._

Ahsoka looked at her hands, flashes of her bodies life passing before her eyes. She grimaced a little. _This woman... Meteorite... such a foul mouth... but this gemstone... it's powers. How did... where did I get it from?_ she thought. _The suit had powers, but now it's got something else._

Neo looked at himself as he pulled his mask and hood up, realizing he was no longer 'The One', but someone else. _I am called... The Moon Knight_. Neo thought to himself. In a way, it felt nice to just be human again. Some what human.

Trinity looked at her body, at her weapons, at her outfit. _They will call me... The Black Widow_. She thought to herself. It was an ironic name for her, considering she would give her life for her mate.

Duke clenched his fists, unsure where this new intel was coming from. _I'm a super soldier now... I'm Captain America? What kind of person names themselves that? Or did he name himself that?_ he thought. However, another thought flew into his mind.

Duke, Neo and Trinity now had bodies that were created by a bizarre mastermind/scientist named Dr. Bong. Bong had created these bodies with super healing powers, like that of Deadpool, and now the three of them (himself, Neo and Trinity) had them. He was sure that his two new allies were aware of this as well.

Peter was just as confused as the rest of them. He was 15 years old when he died, now he was in a body that was twice that age, far stronger and quicker, but still with the same powers he had before. _Someone has a strange sense of humor. Or is it irony?_ he wondered.

Christopher Pike sighed as he stared up at the stars, as if they were going to give him answers. _I'm in a new body, far more powerful than anything else I've ever known... like some kind of Superman. No... not Superman. The Sentry!_ He thought to himself, trying to think of all the advantages this new form could give him. Especially a younger body with the ability to walk, even fly, without assistance. _But why is this happening? And why us?_ he thought as he looked at the other group of costumed individuals.

Suddenly, a loud roar caught everyone's attention.

The group looked towards the end of the street, and saw a large, hulking creature with gray skin covered in white bone-shards, and dressed only in a pair of green shorts and boots, marching towards them.

"What the heck is that?" Ahsoka gasped.

"I don't know... but we have to stop him." Pike said.

"We what?" Duke asked.

"We don't, innocent people are going to get hurt."

The group looked at the monster lumbering towards them, seeing him tossing cars left and right.

"This is a little out of my league... but I'm in." Duke said.

"Me too." Neo said.

"I'm with Neo." Trinity said.

"I'm in." Ahsoka said.

"Okay. I'll help." Shinji said.

"How are we going to do this?" Peter asked.

"As a team." Pike said.

"Even though we only met each other five minutes ago?" Duke asked.

"Exactly. Why else would we all be here, at this exact time and place, with new powers and abilities that we never had before?" Pike replied.

The group looked at each other in shock at what Pike had just said. What's more is that they realized he was right.

"So, what's the plan?" Peter asked, the group looking at The Sentry.

"Colossus, Meteorite and I will take him head-on. The rest of you take the perimeter and keep these civilians safe. Duke, you have military experience and rank, so you're in charge." Pike said.

"Fine." Trinity said.

"Understood." Neo said.

"Okay by me." Peter said.

"Let's go!" Duke said.

The quartet of heroes quickly ran in four directions, herding the civilians out of the area as swiftly as possible.

"What do you want here?" Sentry asked the monster, which he psychically learned was called Doomsday.

"The same thing you do. Power. Control. Dominance." the creature grumbled.

"You're wrong." Sentry said.

"Then let's prove that statement, shall we?"

"I don't suppose there's any way we can resolve this peacefully?"

"No." the beast grumbled.

"Colossus, take point! I'll back you up! Meteorite, hit him from behind!" Sentry said.

"Yes, sir!" Meteorite said as she blasted straight up into the air.

Colossus and Doomsday charged at each other, their fists thrown forward to slam into each others faces, knocking the pair of juggernauts down and away from each other.

The pair crashed hard into the street, tearing it up as they did.

While Pike knew that Shinji wasn't a fighter or a warrior, he knew that he would follow orders if only to protect innocent people.

Doomsday was back on his feet in seconds, right as Sentry flew in and threw a series of punches that were super fast and filled with incredible strength. Doomsday was stunned, but quickly rolled to the side, causing Sentry to punch his back and shoulders. He spun around and threw his hand back, missing Sentry who had ducked just in time, and received a fierce uppercut to his face. Doomsday growled as he lunged at Sentry, grabbing his cape and pinning him to the ground so that he could punch him in the face over and over again.

Colossus was back up and charged Doomsday, leaping forward and tackling him to the ground as Sentry shook off his faint dizziness.

The pair wrestled around fiercely, their strength seemingly even. However, Doomsday was of a more savage nature. His quickness and ferocity surprised Colossus, causing him to break free of the steel-skinned man and deliver several punches to his face.

Colossus quickly blocked the seventh punch to his face with his left arm, then launched a chop to Doomsday's neck with his left hand. Stunned, Doomsday felt his face punched by Colossus's fist that sent him flying and onto his back.

Doomsday got back up as Sentry and Colossus double teamed him. They pounded and hammered away at him, driving him down to his knees, only to have him suddenly jump up and smash their faces with his spiked fists.

Disoriented and groggy, Doomsday was unprepared for a sudden energy blast to strike his face and send him flying.

He looked up, seeing a blue and gold blur flying towards him, and hit him hard in mid-air. The impact sent him crashing into the ground.

Getting up and shaking his head to clear the confusion, Doomsday saw several people just staring at him in shock and confusion. But also fear as well.

He got up and walked over to the group of people, several of whom ran away in fear. However, one woman was standing still, frozen in terror.

"Looks like I've got myself a victim!" Doomsday growled.

"H-h-help..." the woman shivered in fear.

Doomsdays reared his fist back ready to strike the woman, only for a red-and-blue garbed figure to suddenly drop down in front of the monster and fire something at his face.

Gray webbing of some kind stuck fast to his face, throwing Doomsdays into a panic as he tried to frantically remove it from his face.

Scarlet Spider quickly ushered the scared woman away as the other members of their team rushed in to tackle the creature.

"Thank you!" the woman shouted.

"Any time!" the Scarlet Spider replied.

Sentry flew in and grabbed Doomsday by the spikes on his shoulders. He spun him around and around and then tossed him into the air. Very high up.

Meteorite and Colossus arrived as Doomsday was flying upwards.

Moon Knight, Black Widow, Super Soldier and Scarlet Spider ran up to their allies.

"Every civilian has been evacuated from the area." Super Soldier said.

"Good work." Sentry said.

"Where's the monster?" Black Widow asked.

"Up." Moon Knight said, his head tilted towards the sky.

Everyone looked up and saw a gray and white figure falling back down towards them.

"Everyone stand back!" Sentry said.

Doomsday slammed into the street, causing an explosion and earthquake than knocked everyone off their feet. Even Sentry and Meteorite. The street caved in, dropping Moon Knight, Black Widow, Super Soldier and Colossus into the sewer system below.

Sentry, Meteorite and Scarlet Spider were somehow saved the indignity of falling into the sewer.

For almost a minute there was nothing. No sound. Then, the thunderous sounds of blows landing and grunts and pained shouts was heard beneath the streets.

Three figures exploded from underneath the streets.

Moon Knight flew out from the left of the group, slamming into a building and falling to the ground, his body bent at a 'wrong' angle.

Black Widow was hurled out from under the street and up into a car, leaving a sizeable dent that she was stuck in.

And Super Soldier was hurled through the street and up into the air more than fifty feet, before he fell back towards the ground.

Meteorite flew up and caught the man before he hit the ground.

Sentry quickly retrieved the other two heroes and set them down next to each other. Meteorite laid the super soldier next to them.

To all appearances, the trio looked like they had just been killed. They had gashes and heavy wounds that were dripping blood on their bodies. They were unmoving and their eyes were wide open.

However, beneath the streets, the battle was still going on.

"Meteorite, stay with them. They'll be fine in a minute or two." Sentry said as he flew towards the still-continuing battle beneath the streets.

He flew down the hole as Colossus came flying out through the street, into the air, and crash landing hard onto a truck. Doomsday himself suddenly flew back up onto the street and landed hard onto the pavement.

Sentry flew up and landed near Doomsday.

"Ready to give up?" Sentry asked as the monster got back up again. "Guess not."

Scarlet Spider helped Colossus to his feet as the steel-skinned teenager shook his head to clear it.

"You alright?" Scarlet Spider asked.

"Kind of. Thank you." Colossus replied.

Meteorite looked at her three new allies and gasped when she saw them groan and slowly rise up.

"That... hurt." Super Soldier moaned as his bruises vanished slowly.

"At least we're not dead." Moon Knight said as his broken bones seemed to knit almost instantly.

"We can't die." Black Widow groaned as her wounds healed up. "I think I'd have preferred that."

"Glad to see you guys are alright." Meteorite said to the trio.

"Yeah, you too." Black Widow said as she stood up.

Doomsday roared as he charged towards the heroes, just as Sentry blasted him with a concentrated bolt of his photokinesis, stunning his monstrous body and dropping him to the ground.

The heroes gathered around the fallen monster.

"You got him." Scarlet Spider said.

"For now. He'll heal up, eventually, and be back at it. We need to get him restrained." Sentry said.

The police eventually came and carted Doomsday away. Meanwhile, reporters arrived to interview the new heroes.

However, from a nearby building, five costumed heroes watched them closely.

Superman - dressed in a black and white costume. Wonder Woman - dressed in a red bodysuit with short black hair and no tiara. Green Lantern - green and black suit with a goatee. Hawkgirl - brown costume with a golden helmet over her head. And Jonn Jonzz - dressed in a full-bodied dark blue suit with a red X across his chest.

The Justice Lords had arrived.

HHHHHHHHHHHHHHHHHHHHHHHHHHHH

New Heroes:

Steve Rogers - **Duke** (peak physical athletic prowess, expert in all forms of hand-to-hand combat, expertise in all weapons, super regenerative powers given to his body)  
Black Widow - **Trinity** (peak physical athletic prowess, expert in hand-to-hand combat, infiltration, languages, interrogation techniques, super regenerative powers given to her body)  
Moon Knight - **Neo** (peak physical athletic prowess, martial arts mastery, stealth abilities, super regenerative powers given to his body)  
Sentry - **Christopher Pike** (superhuman strength, speed, reflexes, invulnerability, power of flight, healing abilities, superhuman senses, molecular manipulation, photokinesis, psychic powers)  
Colossus - **Shinji Ikari** (body can transform into super organic steel, superhuman strength and invulnerability, heightened stamina, reflexes and above average healing powers)  
Meteorite - **Ahsoka Tano** (power stone grants superhuman strength, force field around body, flight, speed, environmental survival, and energy projections)  
Scarlet Spider - **Peter Parker** (proportionate abilities of a spider: strength, speed, reflexes, agility, durability, heightened healing factor, night-vision, wall-climbing and danger-warning sixth sense)


	3. The Team

_**THE TEAM  
**_by Gunman

Disclaimer: I do not own anything.

Summary: Spider-Man, Elsa, Maxima, Snake Eyes, Elastigirl, Colossus and Barriss Offee are in Middle Earth to help Gandalf, Bilbo, and the company of Thorin Oakenshield.

NOTE: Another little chapter I did just for fun. I love crossovers and superheroes, so this was just something I put together for the heck of it. No real reason, just for fun. This chapter is simply called 'The Team' because I couldn't think up another name for it.

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Chapter 3  
**The Team**

(Middle-Earth, The Forests Beyond The Misty Mountains)

"Why exactly are we running through this forest?" Maxima shouted, her red hair flying around her.

"Two reasons: 1 - Because none of us can fly, genius!" Spider-Man snapped back.

"She can." Maxima shouted, pointing to the ice queen.

"No she can't! She's clinging to Spider-Man's back with his own webbing while riding on a sheet of ice she's creating!" Barriss shouted back.

"Hey, gotta use what cha got." Spider-man replied.

"What's the other reason?" Elastigirl asked as she swung from tree to tree on her elastic limbs.

"We don't want that giant bear to get us!" Spider-Man replied as he jumped over a large rock, taking Elsa with him over it.

The large black bear roared as it erupted out of the brush, hot on their heels.

"You know, when I woke up this morning, I never thought I'd end up in an alternate dimension, running from a giant bear, alongside a group of dwarves, a gray wizard, a hobbit, and six other super-powered individuals from other worlds!" Elastigirl shouted.

"Really? Because it's kinda been a fantasy of mine." Spider-Man shouted back.

"If you do not shut up, I will kill you and leave you to the bear!" Maxima replied in a hard tone.

"You are such a flirt, you know that?" Spider-Man quipped.

"Why can't you be more like him?!" Maxima asked, pointing to the black-garbed ninja behind them.

"Who? Mr. Silent-Ninja-Man-Who-Dresses-All-In-Black-And-Wields-Two-Very-Sharp-Swords-Because-I-Can?" Spider-Man asked, dodging trees and brush with Elsa keeping pace with him.

"YES!" the warrior queen shouted.

"I was supposed to be at my kids PTA meeting today!" Elastigirl shouted.

"Should we not fight that creature?" Maxima asked.

"No. Keep moving!" Gandalf the Gray shouted to the group.

The group eventually comes to the house which the wizard was leading them to, which looked like it was on some kind of farm.

They get behind the large door as the large bear races towards them.

"Colossus! Armor Up!" Spider-Man shouted as he kicked the door open.

The burly Russian transforms into his steel-almost-robotic body as everyone raced inside the house, both him and Spider-Man grabbing the door and holding it back as the bear slammed into it. Their physical strength kept the beast at bay, the dwarves helping to put the brace across the door. The bear kept pushing, but the pair of super-strong heroes quickly prevailed, closing the door as the dwarves locked the beam across the door.

The bear eventually pulls back and the group breathes a sigh of relief.

"What is that?" Ori the young dwarf asked.

"That... is our host." Gandalf said to the group.

"Host?" Spider-Man asked, confused.

"His name is Beorn. And he is a skin-changer." Gandalf said. "Sometimes he's a huge black bear. Sometimes he's a great strong man. The bear is unpredictable, but the man can be reasoned with. However, he is not overfond of Dwarves."

"I think he's leaving." Ori said.

"Come away from there." Dori the dwarf said. "It's not natural, none of it. It's obvious. He's under some black spell."

"Don't be a fool. He's under no enchantment but his own." the wizard huffed to the dwarf.

"Magic or mutation, I'm not surprised to find something from my world here." Spider-Man said aloud.

"Oh? You have skin-changers where you come from?" Fili the dwarf asked.

"Yeah. They're more common than you might think." the webslinger said.

"Really?" Balin asked. "And, uh... where exactly do you come from?"

"Yes. Now that we've got time to catch our breath, perhaps it would be a good idea, to tell a story... or seven." Gandalf said to the group.

"Yeah, I think so too." Spider-Man agreed.

And so their stories were told.

Spider-Man was a friend and ally to the Fantastic Four, and a member of the Future Foundation, taking over for the Human Torch when he was killed. He was dressed in his white bodysuit with the black spider-symbol on his chest, the black legs reaching around his body. He was lean but athletic, not overly built. More like a runner.

Elsa is the Queen of Arendelle, a kingdom which was ruled over by her parents, until they died, and she was named queen, even though her ice powers grew slightly out of control for a time. She had long platinum-blond hair, crystal blue eyes, pale snow-shite skin, and was dressed in a rather elegant blue and silver dress. She had an elegant and shapely figure.

Maxima was the Warrior Queen of Almerac, who was overthrown by her subjects because of her spoiled attitude and uncaring nature. She had long red hair, green eyes, and she was dressed in a black bodysuit with white and gold highlights and a yellow and black cape with white boots and gloves. Her body was athletic and strong-looking. Like a supermodel.

Snake Eyes is a ninja commando of the GI Joe Sigma Six task force, he doesn't speak because his vocal chords were damaged some years ago. His best means of communication are sign language. He was dressed head-to-toe in black Kevlar armor with a visor over his eyes, a pair of swords on his back and several throwing weapons on his person. He was athletic and stood about 6-foot even.

Helen Parr, a.k.a. Elastigirl, was a single heroine who married super-strong Mr. Incredible, and had three kids, but was now stuck in this alternate universe. She was dressed in a red bodysuit with black gloves, boots, underwear, a stylized 'I' on her chest, and a black domino mask over her eyes. She had short brown hair and brown eyes, peach-cream skin, and an athletic and shapely body.

Colossus is a mutant from an alternate Marvel universe, where he actually served Magneto and his Acolytes instead of working with the X-Men, though mostly out of force on Magneto's part. He was dressed in a black bodysuit with no sleeves, gold shoulder pads with a red chest and back shield, red boots, red belt, had short black hair and stood about 6'6" with a muscular build. He looked to be about 27 years of age.

(Spider-Man apparently knew him, though a different version of him)

And Barriss Offee was a former Jedi Padawan who tried to destroy the decadent Jedi Order and their corrupt Republic Senate, only to find out she was being used by someone else in order to do just that. She had framed her best friend for the crime, but was absolved of the crime herself later on. She was the shortest of the group, dressed in her Jedi robes and dark blue dress, olive-colored skin with facial tattoos, violet eyes and dark purple hair.

After listening to their respective tales, the wizard, hobbit and dwarves are shocked and amazed at the group of unique individuals who had fallen into their laps.

Two of them were royalty, all of them powerful and skilled. There was nothing about them that seemed foul or ill in any way. Even Gandalf could sense that.

Gandalf introduced himself and his company. He then told the heroes about the quest that they were on, to reclaim the Dwarf Kingdom of Erebor, which had been stolen from them by a terrible dragon called Smaug.

"So, let me get this straight: a fire-breathing dragon attacks your kingdom, destroys your army, runs off your people, some sixty years ago, and you're gonna take it back with only a handful of dwarves, a halfling burglar and a wizard?" Spider-Man asked.

"Yes." Kili said simply, getting the group to look at each other.

"Admirable." Maxima said.

"Brave and Foolish at the same time." Colossus said.

"Reclaiming ones homeland from a vicious and terrible force, often is." Barriss said.

"And all of you have come from different worlds... other realms... and yet none of you have any idea how you all came to be here." Gandalf said.

"Neither how nor why." Elsa explained.

"Maybe it was to help them." Spider-Man asked, pointing to the dwarves.

"A coincidence, perhaps?" Bofur the dwarf wondered.

"I don't believe in coincidence." Elastigirl said.

"Neither do I." Colossus said.

"In my profession, coincidence is a very rare occurrence." Maxima agreed.

"Snake Eyes agrees with us." Spider-Man said, interpreting for the ninja.

"So, what are we to do now?" Bilbo the hobbit asked.

"For now we are safe, so it would be better to sleep and worry about things in the morning." Gandalf suggested.

No one seemed to complain about that too much.

HHHHHHHHHHHHHHHHHHHHHHHHHHH

The moon had risen high, piercing the clouds from time to time, and the rest of this unusual company were fast asleep.

However, some of the company was wide awake.

Bilbo was unable to sleep, seeming to stare at his golden ring that held such power and wonder, and had given him a sizeable advantage since he found it in the tunnels of the Misty Mountains.

But he was unobserved as two figures stood by a partially open window and spoke softly to each other.

"And this... saying... is your creed?" Elsa asked.

"With Great Power, Comes Great Responsibility. Yes. It was something my uncle tried to teach me. And it's something I've held on to for as long as I've had my powers." Spider-Man.

"It must be nice to have a supportive family like that." she said.

"You don't?" he asked.

"I have my sister, and while she loves me dearly... she has her own man in her life." she replied.

"Oh? And what are they like?"

"Anna is my overly optimistic younger sister, and Kristoff is a hard-working mountain man. They seem perfectly matched for each other." she said with a smile.

"And no one for yourself?" he asked.

"No one who could not see past my title and powers." she said.

"Ah. That would be a problem. I've only encountered a couple of people who found happiness with royalty. Even so, there has to be someone out there for you." he nodded in understanding.

Elsa seemed to think on that as she looked at him.

"Spider-Man?" Elsa asked.

"Yes?" he replied.

"Can I ask you for a favor?"

"Of course."

"Can I... can I see your face?" she said timidly.

"Wha... why would you want to?" he asked curiously, if a little defensively.

"Because I'm curious." she said with a smile. "Of what you look like. Your real face."

"I... can't." he said.

"Why not?" she asked.

"Because, I'm... hideous." he quickly said.

Elsa raised an eyebrow at that.

"You are?" she asked skeptically.

"Yes. Ugly, beyond all reason. To look upon me is to look upon... your worst nightmare." he said with a somewhat exaggerated tone.

"Are you done?" she asked, unamused at his attempt to dissuade her. "I don't believe you." she said, crossing her arms and turning her head up to look down at him across her nose.

"Sorry. I had to try." he said sheepishly.

"Please take off your mask. I want to see the face of the man who saved my life. Twice, since we met only a day ago." she said, remembering when he had saved her first from the large white warg that nearly bit her head off, which had attacked her from the side, and then from a burly grisly orc that would have bashed her head in from behind had Spider-Man not intervened when he had.

Spider-Man sighed as he reached up and slowly pulled the mask from his head. He wasn't sure why he did this. Normally he would not have, yet there was nothing from his spider-sense to indicate any danger.

Elsa stared at his soft brown hair and hazel-colored eyes. A rosy blush filled her cheeks as he looked back at her, seeing neither disgust or disappointment in her eyes.

"I told you I was ugly." he said with a laugh.

She smiled at him, shaking her head slightly.

"I've known handsomer men who were far less noble and heroic. You are quite the opposite. But still cute." she smiled.

"Uh, thank you." he said with an uneasy grin.

While the pair continued to silently talk, so as to let the rest of their company sleep, another restless soul was staring up at the ceiling of this farmhouse/barn that she was forced to sleep in.

Maxima was a warrior queen from Almerac. Though spoiled and arrogant, she had nevertheless proven herself strong enough to take the throne of her world. But because of her neglect for her subjects, she had been overthrown. Cast out. She wondered if perhaps this was better for her.

She was used to much finer settings than this. More luxurious and 'expensive', to say nothing of comfort.

She looked to her left and saw her companion, the one called Colossus, resting both peacefully and comfortably in his bed of hay. A smile upon his lips. She stared at him incredibly.

_How can he sleep in a place like this? How can someone as powerful as himself be so at peace here?_ she thought to herself.

She looked to her left and saw the one called Snake Eyes resting perfectly still next to the girl called Barriss. And just beyond her was the other woman, who called herself Elastigirl. A mother and a wife if she had heard correctly.

She remembered when the seven of them had arrived in the forests just outside the entrance to the lower tunnels of the Misty Mountains. She remembered meeting the 13 dwarves lead by Thorin Oakenshield, the kindly hobbit called Bilbo, and the gray wizard called Gandalf.

She remembered being attacked by a pack of Orcs on ferocious Wargs. She did not know, at the time, what they were called, but the wizard, Gandalf, was kind enough to tell her.

She remembered how each of them fought.

Spider-Man had used his uncanny strength, speed and agility to fight off the orcs and the wargs, even using his webbing to capture and hold them down.

Elsa, who she suspected was royalty herself, possessed control over the ice, and she used it to freeze the orcs that attacked her.

Elastigirl, and she found it an appropriate name, used her body to punch and kick at the orcs, from a distance, that tried to slice her and the others to pieces.

Barriss Offee, who claimed to once having a saber of some kind, used the power of telekinesis to protect herself and push the orcs back.

Snake Eyes, who said nothing, just pulled a pair of swords from his back and immediately fought the orcs with speed and skill she had never seen even on her world. He was truly a warrior.

And finally Colossus, turned his body into super-hard steel, lifting up a large fallen tree as if it weighed nothing and swung it like a club, knocking down half a dozen orcs and wargs with one swing.

Grabbing a torn branch from the ground, Maxima used her powers to reshape and transform it into a suitable weapon for herself. A sword, made of incredibly strong steel, to fight off her foes. While this was handy to her, she soon realized that the teleportation had also drained much of her powers. She still had her super strength, durability and fighting skills, but she could not fly or hypnotize people or creatures to do her bidding. Though she could mentally control at least one warg, which was enough for her. And her ability to manipulate the molecules in living and inanimate objects remained as well.

The fight was quickly turning to their favor, at least until a horde of goblins managed to track them down and aid the orcs and wargs.

Severely outnumbered, the group had no choice but to escape, on the backs of several giant eagles that had mysteriously come to their aid, and carried them many miles, until they were on the outlook of a peak that was at the edge of the mountain range. From which they could see the Lonely Mountain in the eastern distance.

But they had little time to rest. They had left the peak as soon as they could, holding to reach a safe point before the orcs caught up with them again.

Their journey from the mountains to the house of Beorn, the skin-changer according to Gandalf, had taken about a day, and they were now waiting for him to change from a bear into a man again, so that they could plan their next move.

But Maxima was restless. While they had been told about the quest that Thorin and his company were on, and while it seemed like quite an adventure, the warrior queen of Almerac was now far from her home and alone.

Alone in the sense that she had no one to care for her as the others did.

Elsa seemed interested in Spider-Man, and from what she had seen of him when he took off his mask Maxima couldn't blame the ice queen of Arendelle.

Barriss and Snake Eyes seem to have a connection as well.

But how was that possible?

They had all just met, not even a day ago.

It boggled her mind, and made her feel lonely once again. Her last two choices for consorts had been Kal-El, last of the Kryptonians, who had turned down her offer to become her consort, and then Lobo, the crazy Czarnian whose attitude aroused her, yet nothing ever came of it.

Maybe it was because they were so alike that they just couldn't get along.

She wanted someone who was strong and handsome, yet needed someone who was kind and down to earth, who would balance out her life and help her become a better person.

(She probably had Superman to thank for that last thought)

"Are you alright, your highness?" a strong voice whispered to her.

Looking to her side, she saw that Colossus was awake, a calm expression on his face, yet his eyes bore concern for her as well.

"I..." she started to say. "I can't sleep." she admitted.

"Would you like to talk for a bit?" he asked.

She smiled. "Yes. I would."

HHHHHHHHHHHHHHHHHHHHHHHHHHH

The Team:

Spider-Man (Future Foundation)  
Elsa (Disney's Frozen)  
Maxima (Superman TAS)  
Snake Eyes (GI Joe Sigma Six)  
Elastigirl (Disney and Pixars 'The Incredibles')  
Colossus (X-Men Evolution)  
Barriss Offee (Star Wars The Clone Wars)


	4. The Spider And The Martian

**_SPIDER-MAN OF THE LEAGUE  
_**by Gunman

Disclaimer: I do not own anything related to Spider-Man, The Justice League or their characters.

Summary: Spider-Man is teleported to the DCAU by the Green Goblin, and encounters Jonn Jonzz, and a trio of villains sent to destroy the Watchtower.

Authors Notes: I originally wanted this to be the start of a new story, but I decided to put it into my already established 'New Justice' series. Other teammates will come along later. For right now it's just Spider-Man.

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Chapter 4  
**The Spider And The Martian**

(Marvel Universe, New York City)

It was midnight in the city of New York, and one of the cities primary protectors, the ever amazing Spider-Man, was swinging through the city searching for his arch-nemesis: The Green Goblin.

Reed Richards had called him in when he learned that the Goblin had stolen some parts from his lab at the Baxter Building. They had just been some components for a new type of transdimensional portal device, much like the Negative Zone Portal he had discovered/invented some years ago.

The thing was, that Goblin hadn't stolen the _vital_ components for the generator, so it was a mystery as to what he could have actually needed the other components for.

_Still I have to find him. Mr Fantastic components are not to be stolen lightly._ Spider-Man thought as he kept swinging through the city.

Suddenly... his Spider-Sense went crazy.

"What? Where? I don't see or hear anything!" Spider-Man gasped as he jumped down onto the nearest roof, looking around frantically for any sign of danger, but not seeing any.

"Ah! Spider-Man! I have you at last!" Green Goblin said as he suddenly erected a force barrier around the webslinger.

Spider-Man's spider-sens suddenly stopped buzzing.

"What? How did you..." he started to ask.

"Surprised? Thanks to that top-secret spy agency SHIELD, I was able to confuse you with their new Danger-Warning Manipulator, which they developed especially for you." he said as he held up a high-tech, hand-held, gun-like device with a large radar-dish at the end of it. "Who knew that tomboy Maria Hill hated you so much to create something that actually triggered your spider-sense to confuse you so that you could be taken out so easily? But anyway, I hope you like this." he said as he pulled back the sheet from a large device he had hidden next to a rooftop AC Unit.

"A giant laser gun?" Spider-Man asked as he looked at the weapon.

"Nope. A transdimensional teleporter." Goblin grinned, making Spider-Man gasp.

"What? You only stole transdimensional teleporter _components_ from Reed Richards. Not the whole thing!" he said.

"You are correct, webhead. I acquired the rest of the parts I needed from AIM, HYDRA, and even Victor Von Doom, and put it together myself." he explained.

"Okay. I'm impressed. You actually got Doom to give you something? I thought he hated you." Spider-Man quipped.

"True, he did promise to destroy me when I stole his last invention he wanted to use to destroy the Fantastic Four, you know the one I tried to use on you before the Hulk wrecked it, so I actually had to pay him for his parts."

"Uh-huh. And what are you going to do with it? Dare I ask?" he said, trying to hide his concern.

"I'm going to teleport a group of monsters from another dimension into that force field bubble you are trapped in, and have them destroy you." Goblin explained.

"Ooooookay." Spider-Man said, touching the energy field and getting burnt. "OUCH! And... I suppose you don't want to destroy me yourself because you can't?"

"Yes, yes, yes. I'm completely crazy, but I'm not stupid. All of my attempts to eliminate you in the past did not go as planned, so... I've come up with a better one. Have someone else do it. And now... to kill you!" he cackled as he turned towards the machine.

Green Goblin fired up the transdimensional teleporter and fired at the inescapable force bubble. However, when the energy surge blasted the force field, Spider-Man disappeared.

"WHAT? How? Why did it... wait!" Green Goblin said as he checked the settings on his teleporter. "I don't believe it! The force field's energy signature changed the wavelength frequency on my teleportation beam! Instead of bringing in monsters from another dimension to destroy Spider-Man, I sent him _into_ another dimension!" he screamed.

However, a thought occurred to him.

"I got rid of Spider-Man! I Got Rid Of Spider-Man!" he shouted as he danced around. "I Am Free To Do Whatever I Want! I think I'll do the Snoopy Dance!" he said as he paused. "Oh, God. I sounded Deadpool for a second."

HHHHHHHHHHHHHHHHHHHHHHHHHHH

(DCAU, Justice League Watchtower)

Jonn Jonzz, the last son of Mars, was on monitor duty alone on the orbiting satellite/space station when the intruder alarm suddenly sounded.

"What?" Jonn gasped, looking at the monitor. "It's coming from the hanger!" he said, pressing the alarm before he took off into the air, flying at incredible speed until he reached the hanger. Looking around, his yellow eyes focused on the human-shaped figure in the red and blue outfit lying in the center of the hanger itself. He looked up just in time to see a swirling vortex of light vanish before his eyes. "Some sort of portal. To another dimension, perhaps?" he wondered as he flew over to the athletic costumed figure. "I do not know who he is, but I should not take any chances."

His eyes glowed bright yellow as Jonn used his telepathy to scan his mind.

However, as he scanned the newcomers mind, he gasped.

His name was Spider-Man, real name Peter Parker. Through his telepathic searching Jonn saw the heroic deeds he preformed, the lives he had saved, the bizarre adventures he had been involved in, the heroes he had teamed up with, and the numerous villains he had fought. He also saw and felt the mocking and scorn he received from the general public (and even some superheroes) because of a certain newspaper editor, and the overwhelming sense of guilt he had because of a tragic mistake he made at the beginning of his career. Jonn saw him fighting animal-themed villains, saw him fight against terrorist organizations, he saw the webslinger fight off alien species, and even saw him fight off the enemies of other heroes that he knew.

Jonn cut off his psychic probing, convinced he had seen enough, right as the hero started coming around.

"Ohhhhh... I need to lay off those moonbeams." Spider-Man groaned as he looked around.

"Or stay away from strange energy weapons." a voice behind him said.

"Yeah, I'm lucky that... way?" Spider-Man wondered as he arched his head backwards to look up, Spider-Man saw a green-skinned figure in a blue cape and outfit staring down at him. The figure looked upside down, but Spider-Man was slightly disoriented to begin with.

"Uh... hi." Spider-Man said.

"Hello." the green-skinned man said. "Are you alright?" he asked.

"I'm not sure. Are you... green?" he asked.

"Yes." Jonn replied.

"Then I'm alright. But very confused." he groaned.

Spider-Man sat up and looked around.

"Where... am I?" he asked.

"You are in the hanger bay of the Justice League Watchtower." the green man said.

"So, where am I and how did I get... Oh! Green Goblin's transdimensional teleportation device!" he gasped.

"Which he did not build himself." Jonn said.

"Yeah, that's... right, how did you know that?" he asked.

"I read your mind." he said simply.

Spider-man recoiled.

"What? That's just rude!" he snipped.

"I apologize, but I did not know who you were or what you were doing here." Jonn said.

"You could have just asked when I woke up." Spider-Man inquired.

"Not knowing who you were, it would be unwise to simply take your word for it." Jonn said.

"Okay, fair enough." he said as he got up and looked around. "So... what is this place?"

"The Justice League Watchtower, in orbit around the Earth."

"We're in space?"

"Yes. I am Jonn Jonzz, formerly of Mars. The rest of the Justice League should be back soon. With their help, we can figure out a way to get you back to your own dimension." the martian said.

"Oh. Okay. So... what are these Justice League guys like?"

"They are heroes of this world. Much like your Avengers." Jonn said.

"You got that from reading my mind, didn't you." the webslinger deduced.

"Yes. Again, I apologize."

"No biggie. I'm just glad you didn't get too deep into my mind and find out some of my deepest and darkest secrets." Spider-Man said.

"You mean about your clone Ben Reilly?" Jonn asked.

"Oh. But no." he replied.

"Your relationship with a cat burglar?" Jonn asked.

"Nope." he stated.

"Your bringing an alien symbiote to Earth that was eventually responsible for the deaths of hundreds of innocent people?"

"Uh... no, but that one was really bad."

"Your making a deal with a demon to save your aunts life after she was shot in exchange for your marriage to Mary Jane Watson?"

"WHAT?!" the webslinger recoiled dramatically.

"Oh. You didn't know about that?" Jonn asked.

"I was married to Mary Jane Watson? When? And my aunt was shot? And I was there? Why don't I remember that?" he asked, clearly panicked by that.

"It is inside your memories." Jonn said.

"Must not be conscious thoughts, BUT STILL!" he cried out, pacing frantically around the hanger.

"If you want, I can offer you counciling." the martian asked.

Spider-Man just looked at the Martian incredulously.

Suddenly, the doors to the hanger bay opened up.

"What?" Jonn gasped.

"Your Justice League buddies back?" Spider-Man asked.

"No. It's someone else. Someone who should not have access." Jonn stated.

"Right. Quick, hide!" Spider-Man said to the green-skinned man.

Jonn turned invisible as three figures encased in a violet/pink energy bubble came through the door. One was a sexy raven-haired woman in a pink and black costume. The second was a pale-skinned man in a black suit, top hat and sunglasses. And the last person was a large, muscular guy with gray skin, white hair, and torn black suit.

_Oh, yeah. These guys don't exactly look like hero material._ Spider-Man thought as the three villains flew into the center of the hanger and spot him.

"Who or what are you?" the man in black asked.

"Uh, I'm the new intern." Spider-Man answered quickly.

"Intern?" the woman asked curiously.

"Yes. My name is Spider-Man and I have come here for superhero training under the supervision of the Justice League. And you are?" he answered then asked.

"I'm The Shade." the man in black said.

"Star Sapphire." the woman said.

"Solomon Grundy." the large zombie grumbled.

"Pleased to meet you. Now, since you're obviously a group of supervillains who have infiltrated the Justice League Watchtower, I'm going to have to ask you to either surrender, or leave at once." he said to the group, in a polite and innocent way.

Shade looked at Grundy and Sapphire.

"Are you serious?" Shade asked as he stared at the overly polite hero.

"What? My parents always taught me to be polite." Spider-Man said.

"And while I appreciate a man who has manners, I'm afraid I'll have to destroy you!" Star Sapphire said as she opened fire on the webslinger.

"WHOA!" Spider-Man shouted as he leapt out of the way. "Have a taste of my webbing!" he shouted as he ran around the hanger bay, shooting web balls at the villains.

He shot Shade in the face, then shot Grundy's hands which was holding the bomb they had brought with them.

"Hold Still!" Sapphire shouted as she continued to fire at him.

"Sorry, But I Don't Want To Get Shot!" Spider-Man shouted back.

"Oh, who does?!" she growled in frustration.

Shade managed to peel the webbing from his face using his Night Stick.

"Grundy! Get that bomb planted!" Shade said to his large associate.

"Hehe." the large zombie grinned as he looked at the bomb he was holding, that was stuck to his hand by Spider-Mans webbing. "Grundy can't let go of bomb."

"Oh, you gotta be kidding me." Shade grumbled as he used his dark force abilities to peel the bomb off of his hand. "Now, go plant the bomb!"

"I'm afraid I cannot allow that." Jonn Jonzz said as he flew in and punched Grundy in the face, knocking the zombie to the ground.

"What?" Sapphire gasped, stopping her shooting at Spider-Man.

"It's The Martian!" Shade shouted as Jonn pummeled Grundy again and again.

Spider-Man was quick to leap at The Shade and knock him down, punching his face hard with his fist.

He then turned to Star Sapphire who was recovering from the shock at seeing her teammates fallen so easily.

_Luthor's going to kill me for this_. Sapphire thought as she blasted Jonn and fired at Spider-Man, causing the webslinger jumping all over the place to avoid being hit. She gathered the pair of villains up and flew out of the hanger door.

But as she left, she fired a bolt of energy at the fallen box of explosives.

The energy bolt hit the case and caused the device inside to explode.

Due to the explosion, the alarms sounded and Jonn and Spider-Man were quick to let the villains escape before more disasters occurred.

HHHHHHHHHHHHHHHHHHHHHHHHHHH

The Justice League eventually returned to the Watchtower.

"What happened?" Green Lantern asked.

"Star Sapphire, The Shade and Solomon Grundy somehow managed to invade the Watchtower. They were about to plant a bomb aboard the station, but they were ambushed by Spider-Man and myself. We fought, but before we could apprehend them, Star Sapphire set off the explosive that they had brought with them. I needed Spider-Man's help to contain the oxygen leak and the loose electrical systems before the station exploded." Jonn explained.

"Which gave Sapphire and the others time to escape." Hawkgirl said.

"Yes. I'm sorry." Jonn said.

"Don't be. You could have been killed. And the Watchtower lost." Wonder Woman replied.

"If it wasn't for you and... hey, where is this Spider-Man anyway?" Flash asked.

"The infirmary. One of the damaged systems exploded near him while we were trying to contain the leak. Nothing life-threatening, but I insisted he get himself patched up." Jonn said.

"We should probably have a word with him, when he wakes up." Superman said. "And then we need to locate Batman."

"Agreed." Green Lantern said. "It's the only way those three could have entered the Watchtower so easily."

"I don't suppose you can tell us anything about this guy?" Flash asked the martian.

"I can show you everything I know about him. It is not everything, but it should be enough to satisfy your curiosity." Jonn said.

"I'm curious about this other dimension he came from. What unique beings are in that universe? What kinds of heroes and villains do they have?" Hawkgirl asked.

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(Marvel Universe)

The Green Goblin cackled madly as he flew through the city on his glider. So much so that one would think he was on the verge of a 'joygasm'.

And he had good reason to be.

It had been four hours since Spider-Man had been banished into another universe. Since then, Goblin had been on a rampage.

The top seven floors of the Daily Bugle were in flames. A ferry beneath the Washington Bridge had been crushed by falling debris from the bridge itself. ESU had suffered a chemical fire from a bomb hurled into the science lab. Three elevated train lines had been blown apart leaving over a hundred either dead or injured.

Grinning wider than his mask should have allowed, the Goblin flew to the apartment of a certain gorgeous redheaded super model, planning to do truly horrible things to her in the webslingers absence. However, upon arrival, he received a shock.

"FEET!" a voice shouted as something black with red web-patterns on its body shouted as Goblin felt something slam into his face.

Goblin was knocked off his glider, slamming into the nearby rooftop. He shook his head clear of the confusion, as five people suddenly appeared around him.

"Had a feeling you'd show up here, big boy." the tallest of the group said.

Goblin looked up and gasped at who he was seeing.

The tallest of the group was dressed in black armor, with a white spider on the front of his chest, spikes on his shoulders and weapon holsters on his hips.

This was Flash Thompson, also known as **Agent Venom**.

The second was a shapely young woman with short brown hair, dressed in a black and white outfit with a white spider on her chest.

This was Anya Corazon, also known as **The Spider-Girl**.

The third to the left was a man in a black costume with four mechanical legs sticking out his back from a specially made harness. White boots and gauntlets on his wrists. He had a white spider in the front of his chest and sandy-blond hair could be seen poking out from his mask.

This was Ollie Osnick, also called **The Steel Spider**.

The fourth of these people was the shortest, wearing a black bodysuit with red webbing along the head and shoulders, a red spider symbol on his chest.

This was Miles Morales, the new **Ultimate Spider-Man** from Earth-1610, dropped into this universe a few months back.

The last was a medium-built figure in a red bodysuit with a sleeveless blue hoodie with a black spider on the chest, brown belt with compartments and extra compartments on his ankles, metal exterior web-shooters on his wrists.

This was Ben Reilly, the **Scarlet Spider** from a yet unknown alternate universe.

However, Goblin knew none of this.

"What? Who... who the hell are you?" Goblin cackled, upset at this new development.

"We're your worst nightmare." Agent Venom said.

"And we're here to end your little rampage." Spider-Girl said.

Suddenly two more figures landed behind him. Goblin gasped when he looked back to see who it was.

The first was a athletic and shapely woman with long blondish hair, dressed in a black bodysuit with a white spider on the chest.

This was Julia Carpenter, also known as **Arachne**, who had handed back the mantle of 'Madam Web' to a rejuvenated Cassandra Webb after an attempt to get Mattie Franklin back. While this was successful, Mattie had been returned without her powers.

The second was an athletic man with a dark-blue bodysuit that covered him from head to toe, and was embroidered with a red spider/skull-like symbol on his chest. He also had spike-like stingers coming out of his fingers.

This was Miguel O'Hare, the **Spider-Man from the year 2099**, caught up in a temporal vortex and had landed here in this time.

For the first time in his life, The Goblin 'gulped' in fear.


	5. Flashpoint Heroes 1

_**FLASHPOINT HEROES**_  
by Gunman

Disclaimer: I do not own Spider-Man, Justice League, or the Flashpoint Paradox storyline.

Summary: Spider-Man and his allies travel to the Flashpoint Paradox universe in order to help prevent a devastating global Armageddon.

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Chapter 5  
**Flashpoint Heroes Pt. 1**

(Dimensional Intersection)

"So you understand what you have to do." the powerful figure said.

"Yes, but what I don't understand is... why me?" Spider-Man asked.

"Because you are capable of doing it."

"But?"

"But what?"

"I hear a 'but' coming after you said that."

"Not a 'but', a 'however'."

"It's almost the same thing."

"Not quite. You have the best chance of anyone in order to stop this catastrophe from growing into an apocalypse. However... there is great risk. And it will require a sacrifice."

"On my part."

"Yes."

"I knew it! I knew it! It's always my life that gets sacrificed."

"Your life may not be required to stop this world from destroying itself."

"Really? Is that also my choice?"

"Yes."

Spider-man nodded grimly as she said that.

"So... when do I get started?"

"As soon as you recruit the necessary help."

"Help?"

"You didn't think I was going to send you to this world by yourself? To fight this threat alone?"

"Yes, I did, actually."

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(Batcave, Underneath Wayne Manor, Flashpoint Paradox universe)

A powerless Barry Allen just gasped when he saw the Batcave. It was more Cave than anything. A few tables were present with guns, explosives and even liquor bottles.

There was a bookcase with all sorts of books. Medical and reference books of all types. A gurney next to a tray of surgical tools. There were different types of spot lights around the small area of the cave itself. The much smaller computer system sat in the corner of the cave, and there was no track with a Batmobile on it, just an ordinary black sports car.

"What happened to you, Bruce?" Barry asked as he stared at a picture of young Bruce Wayne and his mother and father standing behind him. "You were the James Bond of superheroes. What turned you into the Unabomber?"

Suddenly...

PUNCH!

"Who are you? I said... who the hell are you?" the dark and gritty Batman growled at Barry.

"Bruce, wait! You have to remember. It's me. It's Barry. Bruce!" the police officer said as he reeled from the blow.

"Bruce?" Batman asked, clearly confused.

"Bruce, please!" Barry said as Batman growled again, grabbing his shirt and pulling him face-to-face.

"Bruce is dead. I watched him die!" Batman growled.

Barry gasped as he stared at the man. His features, his voice. All different. Even in an alternate world, this would have not changed too much. It was then that realization struck.

"My, god. _He's_ the one who died that night in the alley. Bruce died, and you lived. You're his father. You're Thomas Wayne." Barry gasped.

Batman continued to glare at the young man, wondering where he had gotten this information.

"How do you know that? How could you possibly know that?" Batman demanded.

"It's changed! Everything has been changed!" Barry gasped aloud.

"That doesn't tell me anything. What are you talking about?" Batman demanded.

"I told you. Everything changed." Barry said as Batman broke one of Barry's fingers.

"You have nine more fingers. I suggest you tell me how you found out about me." Batman said.

"In my world, I'm a hero, named The Flash. Bruce took me here. Showed me... AHHH!" Barry screamed as Batman continued to strong arm him.

"I used to be a doctor. Mention my dead son again and I will break out the surgical instruments." Batman threatened, shaking the cop so much that something small and metallic fell out of his pocket.

"Argh. My... my ring. Let me show you that I'm telling the truth. My uniform is in that ring." Barry said to him.

Batman picked up the ring and looked at is closely. He then tossed it to Barry.

"I'll humor you." Batman said as Barry opened the ring.

However, instead of a red costume with a yellow lightning bolt symbol on it, a yellow-colored suit with a red lightning bolt costume came shooting out of it.

"See? I told... wha?" he gasped as he looked at the yellow suit.

"Not what you were expecting?" Batman asked as Barry picked up the suit.

"No." he said, shocked at what this meant. "Thawne." he hissed.

"Who?" Batman asked.

"The man this uniform belongs to. My opposite, the Reverse-Flash. Eobard Thawne." Barry explained.

"What kind of name is Eobard?" Batman asked.

"The 25th-century kind." Barry said as he stood up. "He replicated the accident that allowed me to tap into the Speed Force and became a criminal. Professor Zoom."

"Speed Force?"

"The Speed Force allows both of us to bend the laws of physics using super speed. It enabled him to travel through time and ended up in my time."

"You're suggesting that he changed something in the past. Something important that..."

"That changed everything. It's crazy. My mom's alive. You're Batman. And Diana and Arthur are about to start World War III. But... why give me this?" he wondered, looking at the suit.

Batman glared at Barry for several seconds before he answered.

"He hates you. So much he'll destroy everything to kill you. But his psychosis requires that you know he's responsible." Batman deduced.

"Could anyone, even Thawne, be that deranged?" Barry asked.

"You'd be amazed the monsters this world can create." Batman said, staring at a corkboard against the far wall that had a bunch of bloodied playing cards, including a Joker, pinned to it.

"We have to stop this, Dr. Wayne. Catch Thawne, find out what he changed and change it back before Aquaman and Wonder Woman kill everyone on the planet."

"Not saying I believe you, but in your reality... is my son...?"

"Bruce is alive. He's Batman." he said.

"If, I were to help you, what exactly would you need?" the dark knight asked.

"Just what's over there... and unbelievably bad weather." Barry said, pointing to the chemicals on the nearby table.

(Thunder rumbled outside the cave)

"Welcome to Gotham." Batman said.

"Thanks. Can't say I like the reception." a new voice said from the shadows.

Barry and Batman looked towards the voice as seven figures emerged from the shadows. Some of them Barry recognized, but one he did not.

The first person was an attractive blond-haired young woman with blue eyes and slender yet shapely body. She was dressed in a blue long-sleeved shirt with a red 'S' shield on her chest. A blue skirt with a yellow belt around her waist. Red boots and a red cape.

The second person was a dark-skinned man wearing a green and black uniform with a green 'Lantern' symbol on his chest. He had no hair on his head, except for a goatee that framed his mouth. He was tall and athletic-looking, and his eyes glowed a bright green color.

The third person was a woman, dressed in a dark blue cloak that covered her body, a one-piece bathing suit with long sleeves, and boots on her feet. She had a gold belt with red crystals that hung loosely around her shapely hip, and a red crystal amulet that tied her cloak around her neck. She had pale skin and dark blue eyes which were constantly hidden by her cloak.

The fourth person was the tallest of the group, possessing an incredibly shapely and athletic body, orange-ish skin, long bright-red hair, emerald green eyes, and dressed in a purple costume that did nothing to hide her physique. The outfit itself was almost like that of a string bikini with long straps around her chest and waist area, leaving a large opening in the front of her chest. Long purple boots and purple arm guards that went from her wrists to her elbows. Some might have said she looked like an alien stripper.

The fifth person was familiar to Barry. It was Batman, _his_ Batman, from _his_ world. Dressed head-to-toe in black modified armor and a black bat symbol on his chest. A long black cape with a pair of pointed ears on his head. A firm and hard look, almost devoid of emotion.

The sixth person was the youngest and shortest of the group. Dressed in a green and red costume with a black cape and mask over his eyes, he had dark pants and thick boots, and spiked gauntlets on his wrists and black gloves. He had short dark hair and fair skin.

The seventh person was a human male dressed in a red and blue skintight costume with black webbing on the red parts of his outfit, a large black spider on his chest, and two large white eye lenses on his face. He had a black metallic backpack on his back with a specialized belt around his waist that was black with white linings around the edges.

This seventh person was the one that Barry did not know.

"I apologize for just appearing in your cave, sir, but time is of the essence." the man in the red and blue costume said. "My name is **Spider-Man**, and I've brought a few people along with me who I think can help you out."

"Who are you?" Thomas Wayne asked.

"This is **Supergirl**, the maid of might from the planet Argos. **Starfire**, alien princess from the planet Tamaran. **Raven**, a powerful magic user from an alternate dimension. John Stewart, **Green Lantern** protector of sector 2814, which consist of hundreds of different worlds including Earth. And this is **Batman** and **Robin**, the protectors of Gotham City from another reality. Someone that I'm sure you know very well." Spider-Man said.

The two Batmen stared at each other for several seconds as if in shock.

"Who are you?" the older Batman asked. "Why are you dressed like me?"

"Thomas Wayne... meet Bruce. Your son." Spider-Man said.

"My... what?" the older man asked.

"Like I said, this is an alternate reality. In this world, Bruce Wayne was the one shot by a mugger instead of his parents." the webslinger said.

Batman glared at Barry.

"Did you know about this?" he asked the red-haired man.

"No, I didn't!" Barry replied.

"Which means..."

"The rest of us are from an alternate reality than the one you came from, Barry." Spider-Man said before looking at the older Batman. "With the exception of Batman and Robin, who came from the alternate timeline that Barry is from."

"Then technically they shouldn't be here." Batman Senior said.

"But then why did you bring us here?" Robin asked the webslinger.

"And miss the chance for three generations of the Wayne family to actually meet?" Spider-Man asked in a slightly joking manner.

The older Batman stared down at the young boy wearing the Robin outfit.

"You're... my grandson?" Batman Sr. asked the boy.

"Damian Al-Ghul Wayne. Son of Bruce Wayne and Talia Al-Ghul." Robin stated.

Thomas looked at Bruce.

"You never married?" he asked his son.

"You're meeting your grown-up dead son from another reality, as well as your grandson, who by all rights should not exist, and you're focusing on my _lack of marriage_? I didn't even know he existed until a year ago." Batman Jr. said.

"I'm sorry, I... you're dead. I saw you die. I watched you die as your mother held you. And yet... here you are. How is this possible?" Batman Sr. asked.

"Yeah, how is this possible?" Batman Jr. asked.

The group looked at Spider-Man.

"Let's just say that someone, up there, wants to help." Spider-Man said.

HHHHHHHHHHHHHHHHHHHHHHHHHHH

After watching Bruce and Thomas endure a tearful reunion, something that was both strange and emotional, the group finally got down to business.

"So why are we here?" John Stewart asked.

"To prevent war." Spider-Man said.

"How?"

"And what war?" Robin asked.

"World War 3." Spider-Man said as he brought out a small-looking computer from his belt and set it on the ground before the group.

Tapping a button on a small hand-held remote, it suddenly grew to giant-size right in front of everyone.

"Whoa!" Starfire gasped.

"Incredible." Raven said.

"How did you do that?" Green Lantern asked.

"I'll explain later." Spider-Man said as he turned the monitor on. "This is the world as you know it." he said as various images appeared on the screen.

Images of the ocean overflowing across Paris, France, then another image of a giant three-headed dog rampaging through the streets of London.

"Over a hundred million people died when Atlantis sunk Western Europe into the Ocean. Another 32 million slaughtered when the amazons invaded the United Kingdom and renamed it New Themyscira. All of this a result of Themyscira being destroyed by the Atlanteans some time ago for unknown reasons. Aquaman and Wonder Woman are on the verge of destroying everything across the planet. We have to stop them." Spider-Man said.

"Your intel is good. That's the same thing Cyborg told me, when he recruited a group of other unique individuals to help stop this." Batman Sr. said.

"Other metahumans? Who?" Batman Jr. asked.

"Enchantress, Pied Piper, Citizen Cold, Shade, Sandman, and the Shazam Kids." he said.

"Not exactly the heavy hitters." Green Lantern commented.

"Shazam Kids?" Raven asked.

"Six kids who magically combine to form one powerful superhero." Batman Sr. said.

"Captain Marvel?" Green Lantern asked.

"Captain Thunder."

"Wow. Things really are different here."

"Anyone else?" Barry asked.

"Captain Atom. But he vanished trying to stop the Amazons and Atlanteans. By himself." Batman Sr. said.

"Guessing that didn't work out too well." GL said.

"I don't think it was that simple." Spider-Man said.

"You know something we don't?" Batman Jr. asked.

"Yes. But we can get into that later. Right now, we need to prepare." Spider-Man said as he took off his belt and back pack and started unpacking.

The group watched as he started placing various devices and objects around the cave.

"What is all this? Toys?" Batman Sr. asked.

"Hardly." Spider-Man said as soon as he was done arranging the objects. He pressed a button on his belt, all the little devices and vehicles he had set up starting to grow. Less than a minute, and the nearly two dozen miniature objects that he had taken out of his belt were life-size.

"Whoa!" Raven gasped softly.

"Okay, seriously! How did you do that?" Supergirl asked.

"Ever see the movie 'Honey, I Shrunk The Kids'?" Spider-Man asked her.

"Yeah."

"Kinda the same principal, only I don't need a giant ray gun to make this work." he replied.

The heroes looked around, seeing dozens of high-tech devices. Science workstations that included an extensive chemistry set, work bench with various tools and gadgets, and even a bench with multiple gadget/tool arms to reach various places on the device they were meant to be working on.

But there was also three vehicles included: A black Tumbler with weapons equipt, a modified Ninja motorcycle, and a Quinjet.

"Man who comes prepared." Green Lantern commented.

"Whoa! You can fit all of that... in your belt?" Supergirl asked.

"The miracle of Pym Particles." Spider-Man said.

"Pym Particles?" Barry asked.

"Created by a man named Hank Pym, it has the ability to shrink or enlarge any object it's used on. Even people." he said.

"Okay. I'm actually impressed." Batman Sr. said.

"Do you have a plan?" Batman Jr. asked.

"I do. But it'll be difficult." Spider-Man said.

"How difficult?" Barry asked.

"Very." Spider-Man said as he looked at Barry Allen. "We're gonna need everyone we can get. Including The Flash."

"What do you need?" Batman Sr. asked.

"Like I said, just a few chemicals and some really bad weather." Barry said.

HHHHHHHHHHHHHHHHHHHHHHHHHHH

(Wayne Mansion, exterior)

Green Lantern, Batman Jr., Robin and Supergirl had helped Barry set up a chair and the chemicals needed for his experiment.

"You realize this is totally insane, Barry." Batman said to him as Robin adjusted the chemical tubes.

"I know. But we need to recreate the accident that turned me into The Flash." Barry said as he tested the straps that held him down to the chair.

"And if this doesn't work, you could be set on fire." Robin commented.

"Which is why I've got the best super heroes in the world helping me out here." Barry commented.

Meanwhile, back inside the Batcave, the other heroes were getting acquainted with the tech and equipment that Spider-Man had brought with him.

Spider-Man, however, was examining a group of crystals on the table before him.

There were four shards of different colors.

A red Power shard.

An orange Time shard.

A purple Space shard.

And a yellow Reality shard.

Just then, Thomas Wayne appeared behind him.

"What are those?" he asked, still dressed in his Batman costume, his mask off of his face.

Spider-Man turned around, startled that the older man had managed to sneak up on him.

"Don't do that!" he snapped, holding his hand over his chest.

"I asked you a question." Thomas grunted out.

Spider-Man sighed as he turned back towards the table with the shards upon it.

"These are the shards of the original Infinity Stones. There were six in all, but these shards are from only four. A group of heroes from my world tried to use them to repel another universe that was about to merge with our own universe. The result of using the Stones to repel this other universe shattered and destroyed most of them. But when they shattered, the energy explosion sent me into a completely different universe. These shards possess only a tiny fraction of their true potential, but even that is enough to change the fate of this world. However, with each continued use, the shards will deteriorate until there is nothing left. Which means, if I have to use all of them here..." he said as he shook his head trying not to focus on the negative while he still had a job to do.

"You might not be able to get back to your universe." Batman surmised.

"Probably not." Spider-Man said with a sigh.

Thomas just looked at the webslinger. He had a way to get back to his own universe, to be safe from the eventual destruction of this world that he had warned them of, and yet he was still trying to help them.

But why? He didn't owe this universe anything, but he was willing to do everything he could to try and help them. It didn't make any sense.

What's more, is that if these were only four shards of the six original stones, where were the others and who had them?

"Why are you doing this?" Thomas asked.

"Because someone asked me to." Spider-Man said

"Asked you to?"

"Look, technically, this world should not exist. The events that took place, the circumstances that created this world, should never had happened. It's possible that Thawne is somehow responsible for it all, but... he might not be the only one." the webslinger said.

"Is there something you're not telling me? Telling us?" he asked, looking back at the other heroes inside the Batcave.

"Yes. But I don't think they're ready to know, just yet." Spider-Man stated.

Thomas was confused by his words. He didn't like not knowing. But considering he had brought his son and grandson to this world to help him, he was willing to keep quite for now.

"Alright. Now, which of these Infinity Stones are these?" he asked.

"The red one is the Power Shard, capable of giving someone, anyone, god-like physical and energy powers. The orange one is the Time Shard, which can be used to send a person into the past or the present. The purple one is the Space Shard, capable of transporting a person anywhere in the galaxy they want in an instant. And the yellow one is the Reality Shard, which can bend the laws of reality to anything the user wants." Spider-Man explained.

"What were the other two Gems and what were they capable of?"

"The Mind Gem enabled anyone to read or control the thoughts of others. While the Soul Gem, which was said to be the most powerful of the six, had a variety of powers. It could trap souls inside it, protect the user from soul-based attacks, give the wielder access to the memories and skills of those who were imprisoned within Soul World..."

"Soul _World?"_

"Yeah, I don't get that one either. I've never been there, but apparently, there's an entire universe inside the Soul Gem, or there was. Apparently the thing was sentient too."

Thomas just stared at Spider-Man in disbelief.

"Hey, I'm just going by what I was told about it." the webslinger replied.

"Huh. Fine. So... what's the plan?" he asked.

"Here." Spider-Man said as he activated a strange-looking generator that was sitting next to the table he was working at.

An energy field flashed throughout the cave as the others were working to set up the new equipment.

"Huh? What happened?" Batman gasped.

"What was that?" Raven asked.

"Relax everyone! I've isolated this cave from outside the normal time line we're in right now, using a stasis field generator. This cave, and the mansion, are now cut off from the normal flow of time in this reality."

"Why? For what purpose?" Batman asked.

"Trust me, it's necessary." Spider-Man said.

"You still haven't told me what your plan is."

"My plan... is to help this world." he said.

"That's a goal, not a plan. A plan involves details."

"Agreed. And one of those details, involves assembling our full team."

HHHHHHHHHHHHHHHHHHHHHHHHHHH

Batman Jr and the others return to the cave with Barry, now wearing his red Flash uniform.

"Nice outfit." Thomas Wayne said to the speedster.

"Had to do some modifications to it. So... what's our next move?" Barry asked.

"We have to find Thawne and undo what he did." Batman Jr. said.

"We might not have to." Spider-Man said.

"What?" the speedster asked.

"Look, Barry, this world is different than the one you're used to. But that doesn't mean it can't come back from the edge. Not if there is hope." Spider-Man explained.

"And I suppose you have a plan to accomplish that?" Batman Sr. asked.

"I do."

HHHHHHHHHHHHHHHHHHHHHHHHHHH

(Metropolis)

Standing on a building over-looking a large area of Metropolis Park, Batman Sr. and Flash just stared down at the large impact crater that had been created from the supposed meteor decades ago.

"Wow! 30 years and they didn't fill in the crater?" Flash asked.

"They didn't have much interest in that." Batman Sr. said. "Government said everything was fine, there was no radioactivity, no harm. Just collected it and vanished. The thing actually became a tourist attraction."

"Figures. But if he did land here 30 years ago... the government would have collected it and maybe even hid it away." Spider-Man said.

"If he survived." Batman Sr. said.

"Trust me. He's a tough cookie. So where is this contact of yours?" Flash said.

"Don't worry, he'll be here."

The trio looked up as a large robotic figure rocketed through the air and landed on the roof next to them.

The figure was 8-feet tall and heavily armored. Like a walking tank. Flash was actually stunned to see the changes that Cyborg had gone through in this reality.

"Didn't expect to get your call." Cyborg said to Batman.

"Cyborg? Vic, is that you?" Flash asked.

"Uh, do I know you?" Cyborg asked the red-clad man.

"This is Flash. New meta-human. Super speed." Batman introduced. "And this is Spider-Man. Science expert with arachnid abilities."

"Nice to meet you." Cyborg said.

"We're not the only ones." Spider-Man said as the others appeared from various places on the roof.

Cyborg gasped as he took in the new group of metahumans in costumes that surrounded him.

"Who the heck..." Cyborg gasped as he analyzed the costumed group of heroes.

"Supergirl and Starfire, aliens from two different worlds with various super powers. Green Lantern, ex-Marine with an alien power ring. Raven, dark-force energy manipulator. And this is Batman and Robin." Batman Sr. introduced.

"Wha... someone else wearing a Batman outfit and you're okay with that?" Cyborg asked.

"It's personal." he said.

"Where'd you find all these people?" Cyborg asked.

"Long story. If we survive this, I'll explain later. Are you still looking to put a team together to stop the Amazons and Atlanteans?"

"I... yes."

"Good. But we'll still need to recruit a few others." Batman Sr. said.

"You got a list of meta's that I don't?" Cyborg asked.

"Obviously." he smirked.

"So, what do we do now?"

"We need to locate Superman." Flash said.

"Who?"

"The meteor that crash-landed in Metropolis 30 years ago, it's not what they said it was." Batman Sr. said.

"We believe it was actually an alien space ship, and we think the government has him housed somewhere close by." Batman Jr. said.

"You want me to hack into military database?" Cyborg asked.

"Yes." Batman Sr. said.

"Why?" Cyborg asked.

"Because we need it done." the older dark knight said.

Reluctantly, Cyborg used his wireless connections to uplink to the governments databases.

"You're not telling him everything." Flash said to Batman Sr.

"That'll be your job, once we find this alien of yours." Batman Sr. replied.

"I've got something. It's restricted and I heavily firewalled. But there's apparently a secret facility on the outskirts of the city." Cyborg said.

"Can you take us there?"

"Yes."

HHHHHHHHHHHHHHHHHHHHHHHHHHH

Within minutes, the group was sloshing through the sewers, being lead by Cyborg to the secret installation even he didn't know about. Raven, Supergirl, Green Lantern and Starfire were hovering over the slime and muck. Batman Sr., Batman Jr. and Robin were walking behind Cyborg and Flash, and Spider-Man was crawling along the ceiling above them.

"This is so gross." Supergirl groaned.

"I'm used to it." Spider-Man stated.

"How can anyone be used to this?" Starfire asked.

"Some of my enemies made their lairs in sewers like this." he said.

"Oh? Like who?" the alien princess asked.

"The Lizard. Vermin. The Scorpion. Mr Hyde. Morbius the vampire." he said.

"You're making that up." Robin said.

"He's not, actually." Raven said.

"How do you know?" the boy wonder asked.

"Because I've read his mind. Trust me, he's got enemies I wish I never heard about." the dark force mystic said.

"Wait! You read his mind? When? Why?" Flash asked.

"It was a condition to my joining this team." Raven explained.

Within a minute, the group arrived at the secret installation. Dropping down through a trap door, the smelly and stone-worn sewer system was traded for a fancy high-tech metal corridor and tunnel system.

"You mean they built this place for one person?" Starfire asked.

"This seems a little excessive." Cyborg stated as he accessed the computer systems through the input computer systems in his hands.

"If he's as powerful as Flash says he is, it isn't." Spider-Man said.

"There. I've set the video-monitors and security systems on a continuous loop. But it won't be long until they realize something is wrong. We gotta move quick." Cyborg said.

The team quickly moved through the corridors, evading the laser security grids, until they came to a large metal door guarded by a half-dozen soldiers.

Flash was quick to take them out.

Getting through the door, the group saw a strange rocket ship mounted on stilts in the middle of the large room. They also saw dozens of large test tubes with various 'organic creatures' inside it.

"What are these things?" Raven asked as they passed by the tubes.

"Looks like someone was experimenting with cloning techniques. Most likely, on our Kryptonian prisoner." Spider-Man said.

"It's sick!" Green Lantern said.

"Your tax dollars at work." Batman Sr. said.

The group eventually came to a giant metal door with a large 'S' shield carved into it.

"Oh, yeah. He's here." Supergirl said as she looked at the door.

Cyborg disables the security system as Supergirl and Starfire easily pull the doors open.

Inside, they find a large and bare room, where a skinny and malnourished figure is sitting against the far wall. He is scared and frightened and unable to speak clearly, dressed in a pale-white outfit with a faded 'S' shield on his chest. The entire room is lit with red light, which Flash realizes is red sunlight to sap his strength.

"Is that Clark?" Flash gasped at seeing his former comrade.

"Oh, god!" Supergirl gasped. "What did they do to him?"

"It's more like what they didn't do for him." Spider-Man said.

"Like no exercise or fitness, not enough food to eat, and little-to-no social interactions. This is horrible." Batman Jr. said.

Spider-Man takes out one of his crystal shards, the Reality Shard, from his belt and approaches the scared and malnourished Superman.

"I can help him." Spider-Man said.

"What is that?" Supergirl asked.

"This is the Reality Shard. It can bend the laws of reality to anything the user wants. In this case, that user is me." he explained as he took the small shard out of the small glass tube.

However, Kal-El recoils at the arachnid heroes presence.

"Whoa, whoa, whoa! Easy! I'm not going to hurt you. I'm a friend." Spider-Man said, as he removed his mask to show the skinny Kryptonian his face.

"F-Friend?" Kal-El mutters out.

"Yes. Friend. We're all friends. Not going to hurt you. We just want to help." Spider-Man said as Supergirl walked over to him and helped him sit up.

"Relax, cousin. It'll be alright." Kara said soothingly to him.

"Cousin?" Kal-El asked.

Spider-Man presses the shard to Kal-El's chest, the power of the Reality shard transforming the scared, malnourished and unlearned Kryptonian into a strong-looking, confident and educated hero that the heroes all know.

Everyone, especially Batman Sr. and Cyborg, are shocked at this instantaneous transformation.

"Ohh... Great Scott! That Feels So Much Better!" Kal-El gasped happily as he stood up, his pale white uniform now a vibrant blue with a red and yellow 'S' shield proudly displayed on his chest. Red boots and underpants and a yellow belt around his waist.

"What happened to the Shard?" Supergirl asked, seeing shard no longer in their presence.

"It's gone." Spider-Man said.

"Gone?"

"Yup. If I had a fully formed gem stone instead of just a shard fragment, it would have remained. Using the shard like this, I basically used it up in order to achieve this." he said, pointing to Superman.

"Yes. Thank you." Supergirl said to him.

The group exited the large box that Kal-El had been placed in, only for Raven to stop when she felt something tug at her mind.

"So, shall we go?" Robin asked.

"Yes. Let's." Batman Sr. said.

"Not yet." Raven said.

"What? Why not?" Green Lantern asked.

"I sense someone else here." she said, looking around the room.

"Who?" Spider-Man asked.

"A... Martian?" she said with slight confusion.

"Jonn Jonzz?!" Green Lantern gasped.

Raven led the group over to a bank vault-like door off to the side of the multiple test tubes they had passed earlier, as Superman tears open the door leading to the other room, where a green-humanoid figure was being held in place by various mechanical devices, especially one that was covering his head.

It was John Stewart who recognized him instantly.

"This is... I don't believe this! This is how Superman and Batman found him in my world." GL said.

"Well, let's get him out of here." Flash said as Superman and Supergirl quickly pulled open the metal restraints, and causing the green humanoid to fall to the ground. Superman was quick to catch him, however.

'_Thank you.'_ the Martian telepathically said to the group. Though it was weak, it was enough to shock everyone around them.

"Another alien the government was keeping hidden?" Robin asked.

"I don't believe this. How could they do this to another sentient being?" Cyborg asked, wondering just how far his own government had fallen, and just how much he was apart of it all.

"Simple. They're not human." Batman Sr. said.

"He's pretty weak. We need to get him out of here." Raven said as she gave him the once over.

Superman supported Jonn Jonzz as the group made their way out of the facility.

"I just can't believe that the government would do this." Cyborg said as the group headed out through the sewer system once again.

"I'm not. It's human beings at their worst." Batman Sr. said.

"Not everyone is like this. People are actually decent and good." Cyborg argued.

"And yet, after all you've seen..."

Cyborg couldn't answer that one.

Eventually the heroes made their way out of the sewers and to the Metropolis bay, only to find a welcoming committee waiting for them.

A half-dozen heavily armed attack helicopters were hovering in mid-air, while four heavily armed assault boats surrounded the inlet where they had come out of.

"Hold It Right There!" one of the soldiers shouted.

"Wait! Don't Fire!" Cyborg shouted to the soldiers.

"Stand Down And Surrender!" the soldier continued.

"Please, we need them to prevent a crisis!" Cyborg shouted.

"Our orders are to keep those aliens here!" the commander of the group shouted back.

"Not very friendly, are they?" Supergirl asked.

"Seems to be a constant no matter which universe you go to." Spider-Man quipped.

"Sorry, but we've got other plans for them." Batman Sr. said, going for his own weapons.

"OPEN FIRE!" the commander shouted.

Superman handed Jonn to Spider-Man as he, Supergirl, Green Lantern, Flash and Starfire took off at the soldiers.

Raven erected a force field around them to protect them from the onslaught of bullets.

Cyborg just stood there and watched as the five superhumans quickly demolished the soldiers helicopters and boats, but left the soldiers themselves unharmed.

The two Batmen and one Robin were actually impressed at the speed and efficiency the heroes possessed.

"Incredible. We might just be able to save this world after all." Batman Sr. said.

Within minute, the heroes had dispatched the soldiers, who were all lined up on the shoreline.

"Let's get back to base." John Stewart said.

The heroes that could fly were quick to head out, while Green Lantern created a force bubble that carried Spider-Man, Jonn Jonzz, the two Batmen and Robin behind him.

HHHHHHHHHHHHHHHHHHHHHHHHHHH

(Batcave)

Once the heroes had returned to the Batcave, with their new allies of Superman, Jonn Jonzz and Cyborg, the group felt it was necessary to debrief them on everything that they needed to know.

"Well, our Justice League is off to a good start." Flash said as Batman Jr. gave the new trio the rundown on everything that was happening.

"Good start? This is beyond anything we had beforehand." Batman Sr. said to the speedster.

"I can't believe this." Superman said as he was given the full details of this world.

"You'd better. It'll make things easier to do what we need to do." Batman Jr. said to the Kryptonian.

"Which is what?" Cyborg asked.

"We're going to change things here." Green Lantern said.

"Then we need to get started." Superman said.

"Not just yet." Spider-Man said.

"But Aquaman and Wonder Woman are on the verge of war!" Flash said.

"They _are_ at war. Millions have already died. But if I can swing it, it won't be an issue." the web-slinger said.

"Wait! Just you?" Flash asked.

"Where are you going?" Batman Sr. asked.

"Paradise Island. Six months ago." Spider-Man said.

"Six months?" Raven asked.

"Why?" Starfire asked.

"Hopefully... so that I can prevent a war." Spider-Man said.

"And if you can't?" Robin asked.

Spider-Man looked at them, not saying a word.

"Spider-Man?" Supergirl asked.

"If I don't come back, it's been an honor knowing you." Spider-Man said.

"Hold it! If you're the one taking all the risks... why did you bring us along?" Green Lantern asked.

"In case I fail." Spider-Man said.

"Not very confident, are you?" Batman Sr. said.

"A wise man once taught me to have a back-up plan." the webslinger said.

"Who was this man?" Cyborg asked.

"His name was Captain America. You can look him up on the computer." Spider-Man said.

"Someone should still go with you." Batman Jr. said.

"No. Stealth over force has a better chance for success." he replied.

"But why do you have to take all the risks yourself?" Flash asked.

"Because this isn't my world." Spider-Man replied.

Picking up the crystal shards, Spider-Man vanished before the eyes of the group.

"Where did you find that guy?" Cyborg asked the group.

"We didn't." Green Lantern said.

"He found us." Raven replied.

"Some kind of dimension-hopping superhero, who needed our help to save _this_ world." Raven said.

"But why? If he's from another universe, why bother helping ours?" Batman Sr. asked.

"Something about bringing hope to this world." Green Lantern said.

"Hope?" Superman asked.

"He wasn't too specific, but from what we've seen..." Flash said.

"Right."

"Yeah. Because something really isn't right. Something happened to change all of this." Flash said.

"And he's going to change it even more." Batman Jr. said.

HHHHHHHHHHHHHHHHHHHHHHHHHHH

Spider-Man arrived at Paradise Island, six months into the past. If his information was correct, then this was the place he was meant to be.

The Atlanteans, lead by Aquaman, were here to forge an alliance with the Amazons of Themyscira. Specifically, their queen, Diana, daughter of Hippolyta.

It was here that Spider-Man's true mission began.

Sneaking onto Aquaman's ship and stealing the uniform of one of their warriors, Spider-Man found one of the Atlantean guards and knocks him unconscious. He then used a high-tech, double-tubed syringe to extract a blood sample from the Atlantean.

The syringe then mixes a special formula for Spider-Man using the blood sample he took from the Atlantean and himself, before he injected it into his arm.

"Sacrifice on my part, indeed." Peter said as he took a deep breath to calm himself as the serum did its work.

Once Peter was feeling better, he went to locate Queen Mera. When he finds the Queen, he is stunned by her beauty.

She is almost as tall as him, but with long red hair, a flawless peach-colored complexion, a lean yet athletic build, dressed in a sea-green two-piece bikini with long flowing green robes that were attached to her wrists and shoulders. The most noticeable feature about her was her large, golden, three-pointed crown that looked like a helmet of sorts that seemed to frame her entire face. Her eyes were the brightest green he had ever seen.

"Queen Mera, stop!" Peter said beneath his helmet.

"What?" the red-haired woman gasped.

"I know what you're planning, and I'm asking you not to do it." he said to her.

"Not to do it? And why would I not?" she asked in obvious anger.

"Because... there's a very good chance... you'll die." he said to her.

Mera growled at the guard.

"You have little chance against Queen Diana. She will kill you." Peter continued.

"I don't know who you are, but I order you to get out of my way!" she snapped at him.

"I can't do that. Protecting your life is my top priority." he insisted.

"Understood. Then I will move you!" she growled, Mera summoning a surge of water from a nearby fountain with her powers.

The pair fight it out, Mera using her control over water to attack Peter every which way, even as Peter uses his enhanced strength, speed and agility to dodge her attacks.

Despite her anger, Mera is actually impressed at the guards abilities.

Eventually, Peter is able to knock her back, pinning her to the wall.

"It hurts, doesn't it? The man you love, betraying your trust, your affections, just because he meets another beautiful woman." Peter said to her.

"How... how do you..." she gasped.

"Let me show you." He said, holding up a pair of small crystal shards in small glass tubes.

In a flash of light and images, Mera saw glimpses of another reality. A reality where she caught her husband Arthur making love to Queen Diana in Diana's own bedchamber. She saw herself attack Diana using her hydro-kinetic powers. And she saw herself beheaded by Diana, who now wore Mera's crown/headdress on her head, and Arthur rallying his warriors to war against the Amazons. She saw the devastation of cities and continents, of Themyscira and Atlantis. She saw millions die because of their horrible war.

Because of her.

The flashes of lights and the images fade, and both Mera and Peter are back in the hallways of the amazons royal palace. Mera starts to cry, burying her head in his chest as tears fall from her eyes. She weakly beats against his chest with her hands, crying the whole time.

Peter removes his helmet, allowing Mera to see his face. She blushes slightly at seeing his young and handsome features.

"Who... who are you?" Mera asked.

"I'm Spi-I mean... I'm just a soldier, milady." he replied.

Mera looked at him closely. He was Atlantean, she was sure. But... there was something off about him. Something extra that she just could not place. He was stronger and more agile than most. Much quicker too.

"Even soldiers have names. What is yours?" she asked softly.

"Peter." he said just as soft, staring into her eyes.

Mera's eyebrow arched up. Peter was not a typical Atlantean name. Even so, she wondered what else about this young man was different.

"Mera, what is going on here?" Aquaman asked, suddenly appearing in the hallway.

Mera growled at her husband.

"I should be asking you that myself, Arthur!" she hissed.

The pair argued for several tense minutes, Peter just listening to the argument, which seemed to go back and forth between the pair, mostly it was Mera accusing Arthur for betraying her with another woman. It was reaching the ten-minute mark, when Arthur lashed out at Mera, slapping her across the face and knocking her down.

Peter quickly jumped to her defense. He kicked Aquaman in the chest, knocking him back from Mera.

"Are you alright, milady?" Peter asked, as he helped the woman up.

"Yes, I'm fine." Mera said, rubbing her cheek gently, shocked that her husband would do something like that.

"You dare attack your king?!" Arthur growled at Peter.

"You struck the queen! Your wife! A real man never hits his wife." Peter shouted back.

"She dared to question me!" Aquaman shouted.

"Because I caught you kissing another woman!" Mera shouted.

"I should not have to explain myself to you, Mera." Arthur said.

"Explain infidelity!" she snapped back.

"You dare question your king?!" Arthur shouted at both Mera and Peter, whom he still did not recognize.

"A king who would betray the woman he loves is no king I wish to serve!" Peter snapped.

"I betray nothing! It is for the greater good of Atlantis!" Arthur said.

"An alliance with the amazons is one thing, but you already have a wife. Or... do I not interest you any more?" Mera asked.

"Don't put words into my mouth, Mera!"

"I want to know! Are you throwing me aside for someone else? After only one day, you prefer the amazon queen over me, despite the years we have been together?"

Peter then noticed that several other people had appeared in the hallways. Atlanteans and amazons. Arthur also noticed this too, and decided to shift the blame of this incident to the mysterious stranger who had dared interfere in this matter.

"No. Your attempts to sabotage this alliance will fail, traitor!" Aquaman said suddenly to Peter.

"What?" Peter gasped.

"Your efforts to turn my queen against the Queen of Themyscira, to initiate a war between us, has failed! And in the name of Atlantis, your life will be offered to the amazons for this treason!" Arthur shouted.

"Oh, great." Peter grumbled, seeing where this was going.

"Arthur, no! You Can't!" Mera shouted.

"Do not betray me, Mera! I know you are confused..."

"Confused? I will not allow the man who tried to prevent a war between us to be executed because of a lie!" Mera shouted.

"It is the only logical conclusion! I do not know who this man is, but he is no Atlantean!" Arthur shouted back.

"An infiltrator!" one of the Atlantean guards said.

"A spy!" one of the amazons said.

"From the human world!" another amazon shouted even as she notched her bow with an arrow.

Mera looked around and saw the Atlanteans and the Amazons ready to kill this young man who had tried to prevent her from attacking the amazon Queen. Something that would surely have started a war between their two kingdoms. An act that would have been her fault.

"Well, looks like war between Atlantis and Themyscira has been averted. My work here is done." Peter said.

"And so are you!" one of the amazons said, raising her spear at him.

Peter went for his belt, only to find that the crystal shards he had brought with him were no longer there.

"Wha... the shards!" he gasped.

Mera looked down in her hand, and saw the small glass vial with two crystal shards inside it.

_The shards. The ones he used to show me what would happen if I had attacked Diana._ She thought to herself.

The Amazons and Atlanteans quickly attacked Peter, who used his spider-enhanced abilities to duck, dodge and avoid their attacks and weapons. While he may not have had his wall-climbing abilities, his physical strength, speed, reflexes and agility were still present. And a good thing for him as he flipped through the air with incredible skill.

Mera and Arthur are shocked at the speed and agility Peter possesses. Both enabling him to leap through the air and dodge their arrows and other attacks. While Mera had been aware of this, she was aware that dodging dozens of arrows in a small corridor was different that evading her water-attacks.

However, even his abilities couldn't save him as an arrow eventually found his way to his stomach.

"AGH!" he gasped as the arrow pierced his side.

Mera was quick to jump up and defend the young man as he held his side.

"No! Don't do this!" Mera shouted, the clutched shards in her hand.

"Mera, stand aside! Do not interfere!" Arthur shouted at his wife.

Mera felt a hand on her shoulder.

"It's alright, Mera. If I have to die to stop a war, it's worth it." he said softly to her.

She turned to him, slipping the shards into his hand.

"Take me with you." she whispered to him.

Clutching her hand in his own, Peter concentrated his thoughts into the shards. The shards of Time and Space glowed brightly, until their light enveloped the pair.

Diana had arrived to see Mera defending the newcomer from her husband, and saw them vanish in a strange flash of light.

"What in Hera's name just happened here?" Diana gasped.

"The humans have infiltrated your island, disguised as one of my soldiers, in an attempt to drive us into war." Arthur said.

"And your wife?"

"I believe my wife is sympathetic to their lies. I never took her for a fool, but after this..."

"Then we will deal with this threat the only way we can."

"Through war!" Arthur said.

"Together!" Diana said, clutching Arthurs hand tightly.

HHHHHHHHHHHHHHHHHHHHHHHHHHH

(Batcave, present time)

Peter and Mera appeared in the Batcave in a flash of light, the other members of the Justice League shocked and glad at the same time.

"What?" Supergirl gasped.

"Who's that?" Flash asked.

"Identify yourself!" Robin snapped.

"Guys! It's me! Spider-Man!" Peter said.

"Spider-Man? Where's your costume?" Supergirl asked.

"Had to exchange it for a new one." Peter answered.

"What happened? Where are we?" the red-haired Atlantean woman asked as she looked around confused and bewildered.

"Who is that?" Supergirl asked as she pointed to the redhead in the green bikini and cape.

"This is... Queen Mera of Atlantis." Peter said.

"Perhaps not anymore." Mera said.

"Jonn?" Batman Jr. asked the Martian.

"It is Spider-Man. And she is Queen Mera of Atlantis." The Martian said, using his telepathy to confirm their identities.

"Where are we?" Mera asked.

"This is the Batcave, our base of operations. Six months into the future." Peter said.

"Six months?" she gasped.

Strange quakes suddenly rock the cave as everyone looks around in shock.

"What happened?" Cyborg asked.

"I think... things have changed." Peter said. "The stasis field I erected over the mansion and this cave should have protected us from the chronological changes to this world."

Cyborg scanned the world-wide news networks and is shocked.

"What the... this is impossible!" Cyborg gasped.

"What's wrong?" Supergirl asked.

"Uh... Most of Europe _isn't_ underwater. The United Kingdom _hasn't_ been taken over by the amazon nation." he gasped, getting the rest of the heroes to gasp at what he was saying.

"So Atlantis and Themyscira didn't go to war." Batman Jr. said.

"No... but something else has come about." Cyborg said.

"What?" he asked.

"Well, to start: A massive earthquake has separated half of California and dropped it into the ocean." Cyborg said.

"The San Andreas Fault?" Flash asked.

"Yes."

"My God. Millions of people... dead." Supergirl said.

"Yeah, but not from war." Cyborg said.

"Anything else?" Batman Jr. asked.

"A nuclear missile was stolen from Russia and detonated in Germany. Eight months ago." Cyborg said.

"What? But Superman prevented... that." Flash groaned, realizing that Superman hadn't been around to deal with that crisis.

"The entire Mediterranean Ocean is now sovereign waters of Atlantis and Themyscira. The Middle East and most of Africa are under Atlantean and Amazon occupation, after they eliminated all of the terrorist and extremist forces." Cyborg explained.

"What did you do?" John Stewart asked Peter.

"I was attempting to prevent a war between Themyscira and Atlantis." Peter said.

"Well, you were successful. However, their alliance is now trying to show the world governments just how ineffective they are in dealing with free radical threats and organizations." Batman Sr. said.

"But they're conquering whole continents in the process." Green Lantern said.

"How many people have they killed thus far?" Flash asked about the Alliance.

"About... 29.6 million." Cyborg said.

"That's better than having 132 million dead and sinking half of the European continent with their war. Whatever you did made things better." Batman Jr. said to Peter.

"It's only slightly better. With their alliance in control of the Middle East and most of Africa, not to mention the Mediterranean Sea, the world governments are considering them to be a threat. They are rallying together to put an end to them." Cyborg said.

"Funny how something like that gets the world governments to actually cooperate." Peter snickered.

"They're worried that the Amazon/Atlantean Alliance won't stop conquering various countries and putting down their different factions in order to bring them under their rule. The Alliance claims that they are doing this in order to create a peaceful world, but the world governments are resisting." Cyborg explained.

"Of course they are. A forced peace, by either sword or gun, is no peace at all." Superman said.

"What do you mean?" Robin asked.

"The world needs to come to this conclusion on its own." the man of steel said.

"It won't." the young side-kick said.

"It's the only way." Superman added.

"So... what do we do now?" Starfire asked.

"We prepare." Batman Sr. said.

"You're bleeding!" Mera gasped as she noticed the arrow still in Peter's stomach.

"Oh... right." he groaned.

"Here, allow me." she said as she moved Peter over to one of the tables.

The others looked on as Mera tended to Peter, who was now an Atlantean and not just a human-spider hybrid.

"Are you sure, Jonn?" Batman Jr. asked.

"Yes. Spider-Man has altered his genetics in order to become an Atlantean so that he could infiltrate Themyscira and rescue the Queen before she was killed by the Amazon queen." Jonn Jonzz said to the dark knight.

"He did all that just to save one person?" Cyborg asked.

"No. To save millions of lives from the war it would have caused." Batman Sr. said.

"Thank you." Mera said to Peter.

"For what?" Peter asked.

"Saving my life. If not for you..."

"You're welcome." he replied.

While the group of heroes were discussing what to do from this point on, Peter shows Mera the device that turned him into an Atlantean.

"You changed yourself into an Atlantean... with this... to save me?" she asked, fingering the strange high-tech syringe in her hands.

"It was the only way I could get close enough to you at the time." Peter said.

"You could have just taken the armor from the warrior you knocked out." she said.

"Not the elite warriors armors. They could only be used by Atlanteans." he said.

Mera looked at him, confused.

"What are you talking about?" she asked.

"The armor worn by the elite warriors of Atlantis, possess DNA-recognition software so that only Atlanteans could wear it and use the weapons." Peter explained.

"I... didn't know that. How did you?" she asked.

"I did my homework." he said simply.

"And now you will never be able to go back. To what you were." she said.

"No. I don't think so." he replied.

"What about the crystal shards?" she asked.

"There isn't enough power in them to cross the dimensional barriers and get me home. Not even enough power to alter my genetics and change me back, either. I'm... trapped here. Like this." he said in a simple and sad tone.

Mera just looked at Peter for several long seconds, before she leaned forward and kissed Peter on his cheek.

"Mera..." he gasped slightly.

"Don't say anything, Peter. I... when you used the shards to show me of what might had happened if I had attacked Diana... I also saw glimpses of your life. From your world. I didn't fully understand what they were until just now. You have been cut off from your home. And I have been cut off from mine. My husband has chosen another woman, in so brief a time that they have met, despite our years of being together. You didn't do this for your own sake, but to save others. You and I are both Atlanteans now, so... I thought..." she started to say, only to be stopped when she felt a finger on her lips.

"Actually, I was going to say, I've always loved red-haired women." he said to her, a smile widening on her face.

HHHHHHHHHHHHHHHHHHHHHHHHHHHHH

Authors Notes:

This whole chapter might have seemed long and it was going at a somewhat fast pace, and there are a lot of unanswered questions, but this was mostly something I did just for fun and because there were certain things about 'Flashpoint Paradox' that I didn't like, and thought could have been changed. So, I changed them.

And yes, I did make Spider-Man into some kind of super-superhero, but only because he's getting help from powerful outside sources.

As always, read and review.

HHHHHHHHHHHHHHHHHHHHHHHHHHHHH

Alternate Scene:

Spider-Man and Supergirl go to Metropolis, 30 years ago, where Kal-El crash lands in the middle of the city.

"You know what you have to do, right?" Spider-Man asked.

"Yeah. This is gonna be... interesting." Supergirl said, a cooing baby in her arms.

"I know. But it's for the best." he said.

"30 years. This is gonna be rough."

"I know. But he needs this." he said as she took off into the sky, heading towards the west.

(Smallville, Kansas)

"Excuse me." Supergirl said.

"What?" the man gasped.

"Huh?" the woman gasped.

"Jonathan and Martha Kent?" Supergirl asked.

"Y-Yes?" Jonathan said, staring at the beautiful blond-haired young woman who was floating before them.

"My name is Kara Zor-El... and I need your help." she said.

"Uh... okay." Jonathan said.

"Who is this?" Martha asked, seeing the baby in her arms.

"This is my cousin. Kal-El. And he needs a home." she said as she handed the baby to Martha.

"He looks like... a Clark to me." Martha said as she cuddled the baby boy.

"That's a good human name." Kara said.

"I don't understand." Jonathan said.

"In the time I come from, Kal-El will be a great hero. A real Superman. A symbol of hope and justice to all. But only if he learns the values that can only be taught by an honest, simple farmer. And his wife." Supergirl said.

"You're asking a lot of us." Jonathan said.

"I'm asking you to raise my cousin as your own child. To teach him the virtues of honor, compassion, hard-work, integrity and vigilance, that he will show to the world, as an example to all races. What's more, is that if you don't do this, there's no telling what kind of horrible things will be done to him. The government will keep him locked up as property. Experiment on him. Maybe even turn him into their living weapon."

"They wouldn't!" Martha gasped.

"Yes, they would. I've seen it happen before, and I don't want it to happen to my cousin." Supergirl said.

"We'll take him." Martha said.

"Martha!" Jonathan snapped in surprise.

"Thank you." Supergirl said.

"It still sounds like a lot." Jonathan said.

"The greatest of achievements always start with the simplest of steps. You just have to keep walking." Supergirl smirked as she flew away.


End file.
